SecProbe.io

CORRESP
 1
 filename1.htm

 September 25, 2025

 VIA EDGAR

 United States Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, NE

 Washington, DC 20549

 Re:
 Crown Reserve Acquisition Corp. I

 Registration Statement on Form S-1 (File No. 333-287674)

 Request for Acceleration of Effective Date

 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 Crown Reserve
Acquisition Corp. I in requesting that the Securities and Exchange Commission take appropriate action to cause the Registration Statement
on Form S-1 (File No. 333-287674) (the "Registration Statement") to become effective as of 4:30 p.m., Eastern Time, September
26, 2025, or as soon thereafter as practicable.

 Pursuant to Rule 460 under the
Act, please be advised that we will take reasonable steps to secure adequate distribution of the prospectus to underwriters, dealers,
institutions and others prior to the requested effective time of the Registration Statement.

 We have been informed by the participating
underwriters that they will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, to the
extent applicable.

 Very truly yours,

 Polaris Advisory Partners LLC, a division of Kingswood Capital Partners LLC

 By:
 /s/ Gus Garcia

 Name:
 Gus Garcia

 Title:
 Partner

CORRESP
 1
 filename1.htm

 September 25, 2025

 VIA EDGAR

 Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, N.E.

 Washington, D.C. 20549

 Re:

 Crown Reserve Acquisition Corp. I
 Acceleration Request for Registration Statement on Form S-1
 File No. 333-287674

 Ladies and Gentlemen:

 Crown Reserve Acquisition Corp.
I (the "Company") hereby requests acceleration of the effective date of the above-referenced Registration Statement so that
it may become effective at 4:30 p.m. ET on September 26, 2025, or as soon as practicable thereafter, unless the Company notifies you otherwise
prior to such time.

 Once the Registration Statement
has been declared effective, please contact our counsel, Lee McIntyre of Norton Rose Fulbright US LLP, at (713) 651-5328 to orally confirm
that event or if you have any questions or require additional information regarding this matter.

 Very Truly Yours

 Crown Reserve Acquisition Corp. I

 By:
 /s/ Prashant Patel

 Name:
 Prashant Patel

 Title:
 Chief Executive Officer

 cc:

 Lee McIntyre (Norton Rose Fulbright US LLP)

CORRESP
 1
 filename1.htm

 Norton Rose Fulbright US LLP
 1550 Lamar St., Suite 2000
 Houston, Texas 77010 United States

 Direct line +1 713 651 5328
 lee.mcintyre@nortonrosefulbright.com

 Tel +1 713 651 5151
 Fax +1 713 651 5246

 September 23, 2025

 VIA EDGAR

 Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, N.E.

 Washington, D.C. 20549

 Attention:
 Isabel Rivera

 Dorrie Yale

 Re:

 Crown Reserve Acquisition Corp. I
 Amendment No. 5 to Registration Statement on
 Form S-1
 Filed September 4, 2025
 File No. 333-287674
 SEC Comment Letter dated September 18,
 2025

 Dear Ms. Rivera and Ms. Yale:

 On behalf of Crown Reserve
Acquisition Corp. I (the "Registrant" or the "Company"), we are submitting via EDGAR for review by the Securities
and Exchange Commission (the "Commission") this response letter and the accompanying Amendment No. 6 (including certain exhibits)
("Amendment No. 6") to the Registrant's above-referenced Amendment No. 5 to Registration Statement on Form S-1 (the
"Registration Statement"). This letter and Amendment No. 6 reflect the Registrant's respectful acknowledgement and response
to the comments received from the staff of the Commission (the "Staff") contained in the Staff's letter dated September 18,
2025 (the "Comment Letter"), and certain other updated information.

 The Staff's comments
as reflected in the Comment Letter are reproduced in italics in this letter, and the corresponding responses of the Registrant are shown
below each comment. All references to page numbers in the Registrant's responses are to the page numbers in Amendment No. 6.

 Norton Rose Fulbright US LLP is a limited liability
partnership registered under the laws of Texas.

 Norton Rose Fulbright US LLP, Norton Rose Fulbright LLP, Norton Rose
Fulbright Australia, Norton Rose Fulbright Canada LLP and Norton Rose Fulbright South Africa Inc are separate legal entities and all of
them are members of Norton Rose Fulbright Verein, a Swiss verein. Norton Rose Fulbright Verein helps coordinate the activities of the
members but does not itself provide legal services to clients. Details of each entity, with certain regulatory information, are available
at nortonrosefulbright.com.

 Ms. Rivera and Ms. Yale Securities and Exchange Commission September 23, 2025 Page 2

 Amendment No. 5 to Registration Statement on Form S-1

 Cover Page

 1.
 We note your revised disclosure referring to the shorter initial completion window of 12 months and an initial extension period. Please also revise to describe the terms regarding the automatic initial extension of three months. Refer to Item 1602(a)(1) of Regulation S-K.

 Response : The Company has updated the disclosure
on the cover page to describe the terms of the automatic initial extension of three months and also updated the definition of "Extension
Period" on page 1 in response.

 2.
 We note your disclosure in the sixth paragraph that each private placement unit is subject to adjustment. Please revise your disclosure to address such adjustments or provide a cross-reference to the disclosure where found in your prospectus.

 Response : The Company has revised the disclosures
to clarify that the private placement units are not subject to adjustments in response.

 Founder shares, page 22

 3.
 We refer to your revised disclosures that the private placement units that are being issued to the sponsor, comprising of Class B-2 and Class C Units, each consist of three shares of Class A ordinary shares. Please correspondingly update your disclosures regarding the number or percentage of public shares that would be needed to approve an initial business combination. Additionally, please expand your disclosures throughout, including any applicable exhibits, to clarify whether the waiver of liquidating distributions also applies to the shares in the private placement.

 Response : The Company has updated the disclosures
regarding the number and percentage of public shares that are needed to approve an initial business combination on pages 24, 51, 157,
and 159 in response. The Company has updated the disclosures regarding the waiver of liquidating
distributions as it applies to the shares in the private placement on page 27 to reflect the corresponding disclosure on page 155. Further, the Company has revised the disclosures on the applicable exhibits
to reflect the same in response.

 Description of Securities, page 154

 4.
 Please discuss the terms associated with the Class B-2 and Class C units now comprising the private placement units, and any terms that are different than the public offering units. For example, expand to include a discussion of the adjustment provisions.

 Response : The Company notes that the
terms of the Class B-2 and Class C units comprising the private placement units are addressed in the updated section titled
"Private Placement Units; Class B-2 Units, Class C Units" on page 154. The Company has clarified in its disclosure that
other than as set forth in the identified section, the terms of the private placement units the Class B-2 Units and the Class C
Units are identical to the units being sold in this offering.

 Notes to Financial Statements

 Note 7 – Shareholder's Equity

 Warrants, page F-16

 5.
 We note your inclusion of the Form of Warrant Agreement as Exhibit 4.6 to the filing and the related disclosures on the warrants throughout the filing. Please tell us what consideration you gave to providing an accounting policy in the notes to the financial statements for the public warrants to be issued in conjunction with your offering.

 Response : The Company has revised the disclosures
under "Note 2 – Summary of Significant Accounting Policies" on page F-12 in response. Further, the Company has revised
the disclosure on page F-16 to clarify that no warrants are outstanding as of May 15, 2025.

 Ms. Rivera and Ms. Yale Securities and Exchange Commission September 23, 2025 Page 3

 Note 9 – Subsequent Events, page F-21

 6.
 We note you evaluated subsequent events through May 30, 2025, which you state was the date the financial statements were available for issuance. However as the report from your independent auditor is dated September 3, 2025, please tell us why you have not updated the date through which subsequent events were evaluated through the audit report date or revise as appropriate.

 Response : The Company has revised the date
through which subsequent events were evaluated to be consistent with the audit report date.

 Exhibits

 7.
 Please reconcile the disclosure in your filing fee exhibit with the number of securities being offered as stated in the registration statement, or advise.

 Response : The Company advises that the
filing fee exhibit represents 17,681,250 units, including (a) 15,000,000 units to be issued in the offering and up to 2,250,000 units
which may be issued upon exercise of a 45-day option granted to the underwriters to cover over-allotments, if any, and (b) up to 431,250
units issued as part of the underwriting compensation in connection with the offering, each consisting of one Class A ordinary share,
one-half of one redeemable warrant, and one right entitle the holder to receive one-fifth of one Class A ordinary share.

 8.
 Please file an amended Cayman Islands legal opinion without inappropriate assumptions. For example, see assumptions iii, v, vii, and xvi. It is not appropriate for counsel to include in its opinion assumptions that assume any of the material facts underlying the opinion. Refer to Section II.B.3.a of Staff Legal Bulletin No. 19, Legality and Tax Opinions in Registered Offerings (October 14, 2011).

 Response : The Company has filed an amended Cayman Islands counsel opinion as
Exhibit 5.1.

 * * *

 We hope that the foregoing has been helpful to
the Staff's understanding of the Company's disclosure and that the disclosure modifications in Amendment No. 6 are satisfactory
to the Staff. If you have any questions or comments about this letter or need any further information, please call the undersigned at
(713) 651-5328.

 Very Truly Yours

 By:
 /s/ Lee McIntyre

 Lee McIntyre

 cc:
 Prashant Patel (Crown Reserve Acquisition Corp. I)

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 September 18, 2025

Prashant Patel
Chairman and Chief Executive Officer
Crown Reserve Acquisition Corp. I
Conyers Trust Company (Cayman) Limited
Cricket Square, Hutchins Drive
PO Box 2681
Grand Cayman KY1-1111
Cayman Islands

 Re: Crown Reserve Acquisition Corp. I
 Amendment No. 5 to Registration Statement on Form S-1
 Filed September 4, 2025
 File No. 333-287674
Dear Prashant Patel:

 We have reviewed your amended 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.

Amendment No. 5 to Registration Statement on Form S-1
Cover Page

1. We note your revised disclosure referring to the shorter initial
completion window of
 12 months and an initial extension period. Please also revise to
describe the terms
 regarding the automatic initial extension of three months. Refer to Item
1602(a)(1) of
 Regulation S-K.
 September 18, 2025
Page 2
2. We note your disclosure in the sixth paragraph that each private
placement unit is
 subject to adjustment. Please revise your disclosure to address such
adjustments or
 provide a cross-reference to the disclosure where found in your
prospectus.
Founder shares, page 22

3. We refer to your revised disclosures that the private placement units
that are being
 issued to the sponsor, comprising of Class B-2 and Class C Units, each
consist
 of three shares of Class A ordinary shares. Please correspondingly
update your
 disclosures regarding the number or percentage of public shares that
would be needed
 to approve an initial business combination. Additionally, please expand
your
 disclosures throughout, including any applicable exhibits, to clarify
whether
 the waiver of liquidating distributions also applies to the shares in
the private
 placement.
Description of Securities, page 154

4. Please discuss the terms associated with the Class B-2 and Class C units
now
 comprising the private placement units, and any terms that are different
than the
 public offering units. For example, expand to include a discussion of
the adjustment
 provisions.
Notes to Financial Statements
Note 7 - Shareholder's Equity
Warrants, page F-16

5. We note your inclusion of the Form of Warrant Agreement as Exhibit 4.6
to the filing
 and the related disclosures on the warrants throughout the filing.
Please tell us what
 consideration you gave to providing an accounting policy in the notes to
the financial
 statements for the public warrants to be issued in conjunction with your
offering.
Note 9 - Subsequent Events, page F-21

6. We note you evaluated subsequent events through May 30, 2025, which you
state was
 the date the financial statements were available for issuance. However
as the report
 from your independent auditor is dated September 3, 2025, please tell us
why you
 have not updated the date through which subsequent events were evaluated
through
 the audit report date or revise as appropriate.
Exhibits

7. Please reconcile the disclosure in your filing fee exhibit with the
number of securities
 being offered as stated in the registration statement, or advise.
8. Please file an amended Cayman Islands legal opinion without
inappropriate
 assumptions. For example, see assumptions iii, v, vii, and xvi. It is
not appropriate
 for counsel to include in its opinion assumptions that assume any of the
material facts
 underlying the opinion. Refer to Section II.B.3.a of Staff Legal
Bulletin No. 19,
 Legality and Tax Opinions in Registered Offerings (October 14, 2011).
 September 18, 2025
Page 3

 Please contact Peter McPhun at 202-551-3581 or Mark Rakip at
202-551-3573 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Isabel Rivera at 202-551-3518 or Dorrie Yale at 202-551-8776 with any
other
questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Real Estate
& Construction
cc: Rajiv Khanna, Esq.
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 Norton Rose Fulbright US LLP

 1301 Avenue of the Americas

 New York, New York 10019-6022 United States

 Direct line +1 713 651 5328

 lee.mcintyre@nortonrosefulbright.com

 Tel +1 212 318 3000

 Fax +1 212 318 3400

 September 3, 2025

 VIA EDGAR

 Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, N.E.

 Washington, D.C. 20549

 Attention:

 Isabel Rivera

 Dorrie Yale

 Re:

 Crown Reserve Acquisition Corp. I

 Amendment No. 4 to Registration Statement on Form S-1

 Filed August 1, 2025

 File No. 333-287674

 SEC Oral Comments received August 15, 2025

 Dear Ms. Rivera and Ms. Yale:

 On behalf of Crown Reserve
Acquisition Corp. I (the "Registrant" or the "Company"), we are submitting via EDGAR for review by the Securities
and Exchange Commission (the "Commission") this response letter and the accompanying Amendment No. 5 (including certain exhibits)
("Amendment No. 5") to the Registrant's above-referenced Amendment No. 4 to Registration Statement on Form S-1 (collectively,
the "Registration Statement"). This letter and Amendment No. 5 reflect the Registrant's respectful acknowledgement and
response to the comments received from the staff of the Commission orally by telephone on August 15, 2025, and certain other updated information.

 We hope that the foregoing
has been helpful to the Staff's understanding of the Company's disclosure and that the disclosure modifications and exhibits
in Amendment No. 5 are satisfactory to the Staff. If you have any questions or comments about this letter or need any further information,
please call the undersigned at (713) 651-5328.

 Very Truly Yours

 By:
 /s/ Lee McIntyre

 Lee McIntyre

 cc: Prashant Patel (Crown Reserve Acquisition Corp. I)

 Norton Rose Fulbright US LLP is a limited liability
partnership registered under the laws of Texas.

 Norton Rose Fulbright US LLP, Norton Rose Fulbright LLP, Norton Rose
Fulbright Australia, Norton Rose Fulbright Canada LLP and Norton Rose Fulbright South Africa Inc are separate legal entities and all of
them are members of Norton Rose Fulbright Verein, a Swiss verein. Norton Rose Fulbright Verein helps coordinate the activities of the
members but does not itself provide legal services to clients. Details of each entity, with certain regulatory information, are available
at nortonrosefulbright.com.

CORRESP
 1
 filename1.htm

 Norton Rose Fulbright US LLP

 1301 Avenue of the Americas

 New York, New York 10019-6022 United States

 Direct line +1 212 318 3168

 Rajiv.khanna@nortonrosefulbright.com

 Tel +1 212 318 3000

 Fax +1 212 318 3400

 August 1, 2025

 VIA EDGAR

 Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, N.E.

 Washington, D.C. 20549

 Attention: Isabel Rivera

 Dorrie Yale

 Re: Crown Reserve Acquisition Corp. I

 Amendment No.
3 to Registration Statement on Form S-1

 Filed July
16, 2025

 File No. 333-287674

 SEC Comment Letter dated July 24,
2025

 Dear Ms. Rivera and Ms. Yale:

 On behalf of Crown Reserve
Acquisition Corp. I (the "Registrant" or the "Company"), we are submitting via EDGAR for review by the Securities
and Exchange Commission (the "Commission") this response letter and the accompanying Amendment No. 4 (including certain exhibits)
("Amendment No. 4") to the Registrant's above-referenced Amendments No. 1, 2, and 3 to Registration Statement on Form
S-1 (collectively, the "Registration Statement"). This letter and Amendment No. 4 reflect the Registrant's respectful
acknowledgement and response to the comments received from the staff of the Commission (the "Staff") contained in the Staff's
letter dated July 24, 2025 (the "Comment Letter"), and certain other updated information.

 The Staff's comments
as reflected in the Comment Letter are reproduced in italics in this letter, and the corresponding responses of the Registrant are shown
below each comment. All references to page numbers in the Registrant's responses are to the page numbers in Amendment No. 4.

 Norton Rose Fulbright
US LLP is a limited liability partnership registered under the laws of Texas.

 Norton Rose Fulbright US LLP, Norton
Rose Fulbright LLP, Norton Rose Fulbright Australia, Norton Rose Fulbright Canada LLP and Norton Rose Fulbright South Africa Inc are
separate legal entities and all of them are members of Norton Rose Fulbright Verein, a Swiss verein. Norton Rose Fulbright Verein helps
coordinate the activities of the members but does not itself provide legal services to clients. Details of each entity, with certain
regulatory information, are available at nortonrosefulbright.com.

 Ms. Rivera and Ms. Yale

 Securities and Exchange Commission

 August 1, 2025

 Page 2

 Amendment No. 3 to Form S-1

 Summary

 Previous SPAC Experience, page 5

 1. We note your revised disclosure in response to prior comment 8, but we note that your statements continue
to refer to outdated information. Please further revise to remove outdated listing information with respect to references to exchanges
and ticker symbols. In this regard, as one example only, we note that the information relating to OceanTech Acquisitions I Corp. does
not appear current, and we also note that the ticker symbol and/or exchange you have listed for some companies do not appear to be correct.

 Response : We have revised disclosures throughout
Amendment No. 4 to remove outdated references to exchanges and ticker symbols to be responsive to the Staff's comments.

 Risk Factors

 If we seek shareholder approval of our initial
business combination . . ., page 48

 2. We acknowledge your revised disclosures in response to prior comment 15. However, your revised disclosure
here, and elsewhere in your prospectus, states that assuming that only the holders of one-half of your issued and outstanding ordinary
shares, representing a quorum under your amended and restated memorandum and articles of association, vote their ordinary shares at an
extraordinary general meeting, you will need approximately 5.6% of the 15,000,000 public shares sold in this offering to approve the initial
business combination, in addition to the shares held by insiders. However, you also have a similar statement indicating that you would
need 16.3% of such shares. Please revise to clarify or otherwise reconcile your statements. In addition, please revise to clarify whether
SAP is required to vote the SAP shares to approve the initial business combination and whether your calculations include such shares.

 Response : We have revised disclosures on
pages 20, 48, 153, and 155 of Amendment No. 4 to be responsive to the Staff's comments.

 Dilution, page 89

 3. We note your response to our prior comment 19 and revised disclosure confirming that redemptions in
connection with a business combination cannot cause your net tangible assets to fall below $5,000,001, thereby capping the maximum redemptions
permitted. Please amend your tabular dilution disclosure to present dilution at quartile intervals based on percentages of your maximum
redemption threshold, and not based on absolute percentages of shares issued in connection with your offering (e.g., 25% of maximum redemption,
not 25% of public offering). Refer to Item 1602(a)(4) of Regulation S-K. In addition, update such amounts throughout your prospectus accordingly.

 Response : We have revised the disclosures
on the cover page and pages 89 and 90 of Amendment No. 4 to be responsive to the Staff's comments.

 Ms. Rivera and Ms. Yale

 Securities and Exchange Commission

 August 1, 2025

 Page 3

 Management, page 132

 4. We note your response to prior comment 20. Please further revise your disclosures to ensure compliance
with Item 401(e) of Regulation S-K. For example, please clarify your disclosures regarding Eric Sherb to disclose the business experience,
principal occupations, and employment during each of the past five years, including dates and duration of employment. We also note that
Avinash Wadhwani does not currently appear to be a director of Semper Paratus Acquisition Corporation (now doing business as Tevogen Bio
since its initial business combination).

 Response : The Company has revised the disclosures
regarding the directors of the Company starting on pages 3, 99, 132, and 141 of Amendment No. 4 to be responsive to the Staff's
comments.

 Underwriting, page 179

 5. We note your revised disclosure in response to prior comment 29 and re-issue, as it does not appear
that you have revised your underwriter's compensation table to include the SAP units. Please revise the table to include such units, or
advise. See Item 508(e) of Regulation S-K.

 Response : We have revised the underwriter's
compensation table to include the SAP units on page 179 of Amendment No. 4.

 Financial Statements

 Notes to Financial Statements

 Note 4 - Related Party Transactions Promissory
Note - Related Party, page F-13

 6. Please tell us why you have updated the estimated amount of offering expenses to $500,000, and address
why such amount differs from the estimated amount of such expenses totaling $580,000 as disclosed elsewhere throughout your prospectus.

 Response : We have revised the disclosure
of the estimated amount of offering expenses to $745,000 throughout Amendment No. 4 to ensure consistency with the Company's updated
expectations regarding expenses.

 Exhibit 23.1, page II-2

 7. Please amend your prospectus to provide a currently dated consent from your independent registered
public accounting firm.

 Response : We have included a currently
dated consent from RBSM LLP, the Company's independent registered public accounting firm, as Exhibit 23.1 to Amendment No. 4.

 * * *

 Ms. Rivera and Ms. Yale

 Securities and Exchange Commission

 August 1, 2025

 Page 4

 We hope that the foregoing has been helpful to
the Staff's understanding of the Company's disclosure and that the disclosure modifications in Amendment No. 4 are satisfactory
to the Staff. If you have any questions or comments about this letter or need any further information, please call the undersigned at
(212) 318-3168.

 Very Truly Yours

 By:
 /s/ Rajiv Khanna

 Rajiv Khanna

 cc: Prashant Patel (Crown Reserve Acquisition Corp. I)

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 July 24, 2025

Prashant Patel
Chairman and Chief Executive Officer
Crown Reserve Acquisition Corp. I
Conyers Trust Company (Cayman) Limited
Cricket Square, Hutchins Drive
PO Box 2681
Grand Cayman KY1-1111
Cayman Islands

 Re: Crown Reserve Acquisition Corp. I
 Amendments No. 1 and 2 to Registration Statement on Form S-1
 Filed July 11, 2025
 Amendment No. 3 to Registration Statement on Form S-1
 Filed July 16, 2025
 File No. 333-287674
Dear Prashant Patel:

 We have reviewed your amended 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. Unless
we note
otherwise, any references to prior comments are to comments in our June 25,
2025 letter.

Amendment No. 3 to Form S-1
Summary
Previous SPAC Experience, page 5

1. We note your revised disclosure in response to prior comment 8, but we
note that your
 statements continue to refer to outdated information. Please further
revise to remove
 outdated listing information with respect to references to exchanges and
ticker
 symbols. In this regard, as one example only, we note that the
information relating to
 July 24, 2025
Page 2

 OceanTech Acquisitions I Corp. does not appear current, and we also note
that the
 ticker symbol and/or exchange you have listed for some companies do not
appear to
 be correct.
Risk Factors
If we seek shareholder approval of our initial business combination . . ., page
48

2. We acknowledge your revised disclosures in response to prior comment 15.
However,
 your revised disclosure here, and elsewhere in your prospectus, states
that assuming
 that only the holders of one-half of your issued and outstanding
ordinary shares,
 representing a quorum under your amended and restated memorandum and
articles of
 association, vote their ordinary shares at an extraordinary general
meeting, you will
 need approximately 5.6% of the 15,000,000 public shares sold in this
offering to
 approve the initial business combination, in addition to the shares held
by insiders.
 However, you also have a similar statement indicating that you would
need 16.3% of
 such shares. Please revise to clarify or otherwise reconcile your
statements. In
 addition, please revise to clarify whether SAP is required to vote the
SAP shares to
 approve the initial business combination and whether your calculations
include such
 shares.
Dilution, page 89

3. We note your response to our prior comment 19 and revised disclosure
confirming
 that redemptions in connection with a business combination cannot cause
your net
 tangible assets to fall below $5,000,001, thereby capping the maximum
redemptions
 permitted. Please amend your tabular dilution disclosure to present
dilution at quartile
 intervals based on percentages of your maximum redemption threshold, and
not based
 on absolute percentages of shares issued in connection with your
offering (e.g., 25%
 of maximum redemption, not 25% of public offering). Refer to Item
1602(a)(4) of
 Regulation S-K. In addition, update such amounts throughout your
prospectus
 accordingly.
Management, page 132

4. We note your response to prior comment 20. Please further revise your
disclosures to
 ensure compliance with Item 401(e) of Regulation S-K. For example,
please clarify
 your disclosures regarding Eric Sherb to disclose the business
experience, principal
 occupations, and employment during each of the past five years,
including dates and
 duration of employment. We also note that Avinash Wadhwani does not
currently
 appear to be a director of Semper Paratus Acquisition Corporation (now
doing
 business as Tevogen Bio since its initial business combination).
Underwriting, page 179

5. We note your revised disclosure in response to prior comment 29 and
re-issue, as it
 does not appear that you have revised your underwriter's compensation
table to
 include the SAP units. Please revise the table to include such units, or
advise.
 See Item 508(e) of Regulation S-K.
 July 24, 2025
Page 3

Financial Statements
Notes to Financial Statements
Note 4 - Related Party Transactions
Promissory Note - Related Party, page F-13

6. Please tell us why you have updated the estimated amount of offering
expenses to
 $500,000, and address why such amount differs from the estimated amount
of such
 expenses totaling $580,000 as disclosed elsewhere throughout your
prospectus.
Exhibit 23.1, page II-2

7. Please amend your prospectus to provide a currently dated consent from
your
 independent registered public accounting firm.
 Please contact Peter McPhun at 202-551-3581 or Mark Rakip at
202-551-3573 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Isabel Rivera at 202-551-3518 or Dorrie Yale at 202-551-8776 with any
other
questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Real Estate
& Construction
cc: Rajiv Khanna, Esq.
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 Norton Rose Fulbright US LLP

 1301 Avenue of the Americas

 New York, New York 10019-6022 United States

 Direct line +1 212 318 3168

 Rajiv.khanna@nortonrosefulbright.com

 Tel +1 212 318 3000

 Fax +1 212 318 3400

 July 16, 2025

 VIA EDGAR

 Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, N.E.

 Washington, D.C. 20549

 Re:
 Crown Reserve Acquisition Corp. I

 Amendment No. 2 to Registration Statement on Form S-1

 Filed July 11, 2025

 File No. 333-287674

 Ladies and Gentlemen:

 On behalf of Crown Reserve
Acquisition Corp. I (the "Registrant" or the "Company"), we are submitting via EDGAR this letter in response to
oral comments received from the staff of the Securities and Exchange Commission (the "Staff") on July 15, 2025 with respect
to the Company's filing on July 11, 2025 of Amendment No. 2 to Registration Statement on Form S-1 ("Amendment No. 2").

 We respectfully advise that
Amendment No. 2 was filed in error and should be disregarded. As discussed with the Staff, the Company is filing Amendment No. 3 to Registration
Statement on Form S-1 to correct the errors contained in Amendment No. 2.

 If you have any questions
or comments about this letter or need any further information, please call the undersigned at (212) 318-3168.

 Very Truly Yours

 By:
 /s/
 Rajiv Khanna

 Rajiv Khanna

 cc: Prashant Patel (Crown Reserve Acquisition Corp. I)

 Norton Rose Fulbright US LLP is a limited liability
partnership registered under the laws of Texas.

 Norton Rose Fulbright US LLP, Norton Rose Fulbright LLP, Norton Rose
Fulbright Australia, Norton Rose Fulbright Canada LLP and Norton Rose Fulbright South Africa Inc are separate legal entities and all of
them are members of Norton Rose Fulbright Verein, a Swiss verein. Norton Rose Fulbright Verein helps coordinate the activities of the
members but does not itself provide legal services to clients. Details of each entity, with certain regulatory information, are available
at nortonrosefulbright.com.

CORRESP
 1
 filename1.htm

 Norton Rose Fulbright US LLP
1301 Avenue of the Americas
New York, New York 10019-6022 United States

 Direct line +1 212 318 3168
Rajiv.khanna@nortonrosefulbright.com

 Tel +1 212 318 3000
Fax +1 212 318 3400

 July 11, 2025

 VIA EDGAR

 Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, N.E.

 Washington, D.C. 20549

 Attention:
 Isabel Rivera

 Dorrie Yale

 Re:
 Crown Reserve Acquisition Corp. I

 Registration Statement on Form S-1

 Filed May 30, 2025

 File No. 333-287674

 SEC Comment Letter dated June 25, 2025

 Dear Ms. Rivera and Ms. Yale:

 On behalf of Crown Reserve
Acquisition Corp. I (the "Registrant" or the "Company"), we are submitting via EDGAR for review by the Securities
and Exchange Commission (the "Commission") this response letter and the accompanying Amendment No. 1 (including certain exhibits)
("Amendment No. 1") to the Registrant's above-referenced Registration Statement on Form S-1 (the "Registration
Statement"). This letter and Amendment No. 1 reflect the Registrant's respectful acknowledgement and response to the comments
received from the staff of the Commission (the "Staff") contained in the Staff's letter dated June 25, 2025 (the "Comment
Letter"), and certain other updated information. For your convenience, the Registrant is providing to the Staff a supplemental typeset
copy of Amendment No. 1 marked to indicate the changes from the Registration Statement that was filed on May 30, 2025.

 The Staff's comments
as reflected in the Comment Letter are reproduced in italics in this letter, and the corresponding responses of the Registrant are shown
below each comment. All references to page numbers in the Registrant's responses are to the page numbers in Amendment No. 1.

 Norton Rose Fulbright US LLP is a limited liability
partnership registered under the laws of Texas.

 Norton Rose Fulbright US LLP, Norton Rose Fulbright LLP, Norton Rose
Fulbright Australia, Norton Rose Fulbright Canada LLP and Norton Rose Fulbright South Africa Inc are separate legal entities and all of
them are members of Norton Rose Fulbright Verein, a Swiss verein. Norton Rose Fulbright Verein helps coordinate the activities of the
members but does not itself provide legal services to clients. Details of each entity, with certain regulatory information, are available
at nortonrosefulbright.com.

 Ms. Rivera and Ms. Yale Securities and Exchange Commission July 11, 2025 Page 2

 Registration Statement on Form S-1

 Cover Page

 1. Please disclose whether there are any limitations to your redemptions. Refer to Item 1602(a)(2) of
Regulation S-K.

 Response : The current disclosure on the
cover page discusses the limitations on interest available for redemptions. We have added disclosure on the cover page to state the limitations
on redemption rights (1) in the event net tangible assets are not at least $5,000,001 either immediately prior to or upon consummation
of our initial business combination and (2) for shareholders holding more than 15% of the shares sold in this offering if we hold a shareholder
vote.

 2. Where you disclose the amount of compensation received or to be received by the sponsor, its affiliates,
and promoters, please also discuss whether the compensation and securities issuances could result in material dilution of the purchasers'
equity interests. Refer to Item 1602(a)(3) of Regulation S-K.

 Response : We have revised the disclosure
on the cover page to include additional disclosure responsive to the Staff's comments.

 3. You state that each unit includes one right to receive one-seventh of one Class A ordinary share. Please
expand your disclosure to explain whether fractional shares will be issued in connection with the rights. See Item 501(b)(2) of Regulation
S-K.

 Response : Fractional shares will not be
issued in connection with the Share Rights. We have revised the disclosure on the cover page to include additional disclosure responsive
to the Staff's comments.

 4. Please also disclose the aggregate amount of public units that the non-managing sponsor investors have
expressed an interest to purchase. In this regard, we note your statement that none of them have expressed an interest in purchasing more
than 9.9% of the units to be sold in this offering.

 Response : The non-managing sponsor investors
have not expressed an interest to purchase public units. We have revised the disclosure on the cover page and throughout the document
to be responsive to the Staff's comment.

 Summary, page 1

 5. Revise your disclosure to address plans to seek additional financing and how such financing may impact
unaffiliated shareholders. Refer to Item 1602(b)(5) of Regulation S-K.

 Response : We have included a disclosure
regarding potential additional financing the Company may seek in order to complete its initial business combination and how such financing
may impact unaffiliated shareholders on page 14 and throughout the filing to be responsive to the Staff's comments.

 6. Please address whether there are any limitations on the number of extensions you may seek to extend
the deadline for your initial business combination. Refer to Item 1602(b)(4) of Regulation S-K.

 Response : There is no limit on the number
of extensions that the Company may seek to extend the deadline of the initial business combination; however, it does not expect to extend
the time period to consummate the initial business combination beyond 36 months from the closing of this offering. We have included this
disclosure on the cover page and page 25 to be responsive to the Staff's comments and also noted the Nasdaq delisting consequences
at 36 months.

 Ms. Rivera and Ms. Yale Securities and Exchange Commission July 11, 2025 Page 3

 7. You define "Permitted Withdrawal" to include withdrawals of interest earned on the trust
account to fund your working capital requirements, and you have disclosure, such as on page 43, that interest released at liquidation
will be net of such Permitted Withdrawals. However, you also state elsewhere, including on the cover page, that interest will only be
released from the trust account to pay your tax obligations. Please revise your disclosures throughout for consistency.

 Response : We have revised the disclosures
throughout for consistency that interest released at liquidation will be net of Permitted Withdrawals to be responsive to the Staff's
comments.

 8. In your discussion of the prior SPAC experience of your officers and director nominees, please revise
to balance your disclosure by clarifying whether an entity was able to complete the business combination within the original completion
window or whether there were extensions of time to complete the transaction or if they have not yet completed a combination, whether there
have been extensions. Also discuss the amount of shareholder redemptions in connection with such transactions. Please also revise to remove
outdated listing information with respect to references to exchanges and ticker symbols.

 Response : We have included a disclosure
regarding the prior SPAC experience of the officers and director nominees on page 133 to be responsive to the Staff's comments.
We have also revised the disclosures on starting on pages 3, 100 and 133 to be responsive to the Staff's comments regarding prior
SPAC experience of the officers and director nominees and outdated listing information of companies.

 Sponsor Information, page 7

 9. Please revise your tabular disclosures starting on pages 9 and 99 to disclose the natural persons and
entities subject to the transfer restrictions. We also note your statement on pages 11 and 100 that CCM may release certain securities
subject to the lock-up. Please revise to clarify CCM's role in these transactions. Refer to Item 1603(a)(9) of Regulation S-K.

 Response : We have revised the tabular disclosure
on pages 10 and 110 to disclose the natural persons and entities subject to the transfer restrictions. We have revised the statements
on pages 13 and 112 to be responsive to the Staff's comments.

 10. Please reconcile your disclosure on page 33 of your registration statement that there will not be any
finder's fees paid to your sponsor, officers, directors, or their affiliates in connection with services rendered prior to or in connection
with an initial business combination with your disclosure on pages 8 and 97 that there is an undetermined amount expected to be paid to
your sponsor for consulting, success, or finder fees in connection with the consummation of an initial business combination.

 Response : There will not be finder's
fees paid to the sponsor, officers, directors, or their affiliates in connection with services rendered prior to or in connection with
an initial business combination. We have revised our disclosures on pages 9 and 109 accordingly to be responsive to the Staff's
comments.

 Ms. Rivera and Ms. Yale Securities and Exchange Commission July 11, 2025 Page 4

 11. We note your disclosure that if you increase or decrease the size of your offering, you will effect
a capitalization or share surrender or redemption or other appropriate mechanism to maintain the ownership of the founder shares by the
initial shareholders at 20% of the issued and outstanding ordinary shares. Please revise to disclose, here and elsewhere as applicable,
this initial issuance as compensation and the extent to which it may result in material dilution to your shareholders. Refer to Item 1602(b)(6)
of Regulation S-K.

 Response : We have revised the disclosure
on the cover page and pages 10 and 110 to be responsive to the Staff's comments.

 Proposed Business

 Permitted Purchases of Our Securities, page
27

 12. We note disclosure regarding your letter agreement with your sponsor, officers, and directors to vote
any founder shares and public shares in favor of your initial business combination. In addition, we note disclosures, such as on pages
43 and 104, that your sponsor, directors, or officers may purchase shares in privately negotiated transactions for the purpose of voting
such shares in favor of the business combination. We also note your statement on page 25 that there is no limit on the price that they
may pay. Please tell us how such purchases would comply with Exchange Act Rule 14e-5. Refer to Tender Offer Rules and Schedules C&DI
166.01 for guidance.

 Response : We have revised the disclosures
starting on pages 29, 48, 87, and 116 to be responsive to the Staff's comments.

 Risk Factors, page 40

 13. Please include a risk factor that describes the potential material effect on your shareholders of the
stock buyback excise tax enacted as part of the Inflation Reduction Act in August 2022. If applicable, include in your disclosure that
the excise tax could reduce the trust account funds available to pay redemptions or that are available to the combined company following
a de-SPAC transaction. Also describe, if applicable, the risk that if existing SPAC investors elect to redeem their shares such that their
redemptions would subject the SPAC to the stock buyback excise tax, the remaining shareholders that did not elect to redeem may economically
bear the impact of the excise tax.

 Response : We have added an additional risk
factor on page 73 to be responsive to the Staff's comments.

 14. We note that transfers may be made in connection with any forward purchase agreement or similar arrangements.
Please add risk factor disclosure about risks that may arise from the sponsor or a sponsor affiliate having the ability to remove itself
as your sponsor before identifying a business combination, including through the unconditional ability to transfer the founder shares
or all or any portion of its membership interests in the sponsor. Address the consequences of such removal to the company's ability to
consummate an initial business combination, including that any replacement sponsor could have difficulty finding a target.

 Response : We have revised the disclosure
on page 57 to be responsive to the Staff's comments.

 Ms. Rivera and Ms. Yale Securities and Exchange Commission July 11, 2025 Page 5

 If
we seek shareholder approval. . ., page 44

 15. Please expand this risk factor to discuss the amount of public shares that would be needed to vote
in favor of the initial business combination if only a minimum number of shares representing a quorum are voted and to explain how many
votes will be needed if all the non-managing sponsor investors vote in favor of the transaction. Also revise the first bullet on page
18 and add a bullet on page 37 to include corresponding disclosures.

 Response : We have revised the disclosures
on pages 20, 49, 154 and 156 to be responsive to the Staff's comments. In response to this comment, we have also added a risk factor
to the summary of risk factors on page 41 stating that "[i]f the non-managing sponsor investors purchase the full amount of the
units for which they have expressed an interest and vote them in favor of the Company's initial business combination, no affirmative
votes from other public shareholders would be required to approve our initial business combination".

 Risks Relating to Our Search for, and Consummation
of or Inability to Consummate, a Business Combination

 If we are deemed to be an investment company
under the Investment Company Act, we may be required to institute burdensome compliance . . ., page 44

 16. Where you disclose the risk that you may be considered to be operating as an unregistered investment
company, please expand your disclosure to disclose the risk that despite your investment of the proceeds in certain specified assets,
you could nevertheless be considered to be operating as an unregistered investment company. In addition, please confirm that if your facts
and circumstances change over time, you will update your disclosure to reflect those changes impact the risk that you may be considered
to be operating as an unregistered investment company.

 Response : We have revised the disclosure
on pages 51 and 52 to be responsive to the Staff's comments. If the facts and circumstances change over time, we will update the
disclosure to reflect how such changes impact the risk that the Company may be considered to be operating as an unregistered investment
company.

 Use of Proceeds, page 75

 17. Please revise and ensure the mathematical accuracy of the percentage to be held in Trust account, as
$149.92 million to be held in the Trust account is less than 100% of the public offering size totaling $150 million. We also note your
statement on page 55 that $152,610,000 will be held in the trust account, and your statement on the cover page that $150,000,000 will
be deposited into a trust account. Please revise your disclosures regarding the amount to be held in the trust account for consistency.

 Response : We have revised the tabular disclosures
for the Use of Proceeds and throughout the filing, including on the cover page and page 84 to be responsive to the Staff's comments.

 Dilution, page 80

 18. Please expand your disclosure, outside the table, to describe each material potential source of future
dilution following your registered offering, including sources not included in the table with respect to the determination of net tangible
book value per share, as adjusted. Your revisions should address, but not be limited to, founder shares' anti-dilution rights, shares
that may be issued in connection with the closing of your initial business combination, and up to $5,000,000 of working capital loans
that may be converted into private placement units. Refer to Item 1602(c) of Regulation SK.

 Response : We have expanded our disclosure
on page 90 to be responsive to the Staff's comments.

 Ms. Rivera and Ms. Yale Securities and Exchange Commission July 11, 2025 Page 6

 19. We note the disclosure in your filing that y

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 June 25, 2025

Prashant Patel
Chairman and Chief Executive Officer
Crown Reserve Acquisition Corp. I
Conyers Trust Company (Cayman) Limited
Cricket Square, Hutchins Drive
PO Box 2681
Grand Cayman KY1-1111
Cayman Islands

 Re: Crown Reserve Acquisition Corp. I
 Registration Statement on Form S-1
 Filed May 30, 2025
 File No. 333-287674
Dear Prashant Patel:

 We have reviewed 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.

Registration Statement on Form S-1
Cover Page

1. Please disclose whether there are any limitations to your redemptions.
Refer to Item
 1602(a)(2) of Regulation S-K.
2. Where you disclose the amount of compensation received or to be received
by the
 sponsor, its affiliates, and promoters, please also discuss whether the
compensation
 and securities issuances could result in material dilution of the
purchasers' equity
 interests. Refer to Item 1602(a)(3) of Regulation S-K.
 June 25, 2025
Page 2
3. You state that each unit includes one right to receive one-seventh of
one Class A
 ordinary share. Please expand your disclosure to explain whether
fractional shares will
 be issued in connection with the rights. See Item 501(b)(2) of
Regulation S-K.
4. Please also disclose the aggregate amount of public units that the
non-managing
 sponsor investors have expressed an interest to purchase. In this
regard, we note your
 statement that none of them have expressed an interest in purchasing
more than 9.9%
 of the units to be sold in this offering.
Summary, page 1

5. Revise your disclosure to address plans to seek additional financing and
how such
 financing may impact unaffiliated shareholders. Refer to Item 1602(b)(5)
of
 Regulation S-K.
6. Please address whether there are any limitations on the number of
extensions you may
 seek to extend the deadline for your initial business combination. Refer
to Item
 1602(b)(4) of Regulation S-K.
7. You define "Permitted Withdrawal" to include withdrawals of interest
earned on the
 trust account to fund your working capital requirements, and you have
disclosure,
 such as on page 43, that interest released at liquidation will be net of
such Permitted
 Withdrawals. However, you also state elsewhere, including on the cover
page, that
 interest will only be released from the trust account to pay your tax
obligations. Please
 revise your disclosures throughout for consistency.
8. In your discussion of the prior SPAC experience of your officers and
director
 nominees, please revise to balance your disclosure by clarifying whether
an entity was
 able to complete the business combination within the original completion
window or
 whether there were extensions of time to complete the transaction or if
they have not
 yet completed a combination, whether there have been extensions. Also
discuss the
 amount of shareholder redemptions in connection with such transactions.
Please also
 revise to remove outdated listing information with respect to references
to exchanges
 and ticker symbols.
Sponsor Information, page 7

9. Please revise your tabular disclosures starting on pages 9 and 99 to
disclose the
 natural persons and entities subject to the transfer restrictions. We
also note your
 statement on pages 11 and 100 that CCM may release certain securities
subject to the
 lock-up. Please revise to clarify CCM's role in these transactions.
Refer to Item
 1603(a)(9) of Regulation S-K.
10. Please reconcile your disclosure on page 33 of your registration
statement that there
 will not be any finder's fees paid to your sponsor, officers, directors,
or their affiliates
 in connection with services rendered prior to or in connection with an
initial business
 combination with your disclosure on pages 8 and 97 that there is an
undetermined
 amount expected to be paid to your sponsor for consulting, success, or
finder fees in
 connection with the consummation of an initial business combination.
11. We note your disclosure that if you increase or decrease the size of
your offering, you
 will effect a capitalization or share surrender or redemption or other
appropriate
 mechanism to maintain the ownership of the founder shares by the initial
shareholders
 June 25, 2025
Page 3

 at 20% of the issued and outstanding ordinary shares. Please revise to
disclose, here
 and elsewhere as applicable, this initial issuance as compensation and
the extent to
 which it may result in material dilution to your shareholders. Refer to
Item 1602(b)(6)
 of Regulation S-K.
Proposed Business
Permitted Purchases of Our Securities, page 27

12. We note disclosure regarding your letter agreement with your sponsor,
officers, and
 directors to vote any founder shares and public shares in favor of your
initial business
 combination. In addition, we note disclosures, such as on pages 43 and
104, that your
 sponsor, directors, or officers may purchase shares in privately
negotiated transactions
 for the purpose of voting such shares in favor of the business
combination. We also
 note your statement on page 25 that there is no limit on the price that
they may pay.
 Please tell us how such purchases would comply with Exchange Act Rule
14e-5.
 Refer to Tender Offer Rules and Schedules C&DI 166.01 for guidance.
Risk Factors, page 40

13. Please include a risk factor that describes the potential material
effect on
 your shareholders of the stock buyback excise tax enacted as part of the
Inflation
 Reduction Act in August 2022. If applicable, include in your disclosure
that the excise
 tax could reduce the trust account funds available to pay redemptions or
that are
 available to the combined company following a de-SPAC transaction. Also
describe,
 if applicable, the risk that if existing SPAC investors elect to redeem
their shares such
 that their redemptions would subject the SPAC to the stock buyback
excise tax, the
 remaining shareholders that did not elect to redeem may economically
bear the impact
 of the excise tax.
14. We note that transfers may be made in connection with any forward
purchase
 agreement or similar arrangements. Please add risk factor disclosure
about risks that
 may arise from the sponsor or a sponsor affiliate having the ability to
remove itself as
 your sponsor before identifying a business combination, including
through the
 unconditional ability to transfer the founder shares or all or any
portion of its
 membership interests in the sponsor. Address the consequences of such
removal to the
 company's ability to consummate an initial business combination,
including that any
 replacement sponsor could have difficulty finding a target.
If we seek shareholder approval. . ., page 44

15. Please expand this risk factor to discuss the amount of public shares
that would be
 needed to vote in favor of the initial business combination if only a
minimum number
 of shares representing a quorum are voted and to explain how many votes
will be
 needed if all the non-managing sponsor investors vote in favor of the
transaction. Also
 revise the first bullet on page 18 and add a bullet on page 37 to
include corresponding
 disclosures.
 June 25, 2025
Page 4
Risks Relating to Our Search for, and Consummation of or Inability to
Consummate, a
Business Combination
If we are deemed to be an investment company under the Investment Company Act,
we may
be required to institute burdensome compliance . . ., page 44

16. Where you disclose the risk that you may be considered to be operating
as an
 unregistered investment company, please expand your disclosure to
disclose the risk
 that despite your investment of the proceeds in certain specified
assets, you could
 nevertheless be considered to be operating as an unregistered investment
company. In
 addition, please confirm that if your facts and circumstances change
over time, you
 will update your disclosure to reflect those changes impact the risk
that you may be
 considered to be operating as an unregistered investment company.
Use of Proceeds, page 75

17. Please revise and ensure the mathematical accuracy of the percentage to
be held in
 Trust account, as $149.92 million to be held in the Trust account is
less than 100% of
 the public offering size totaling $150 million. We also note your
statement on page 55
 that $152,610,000 will be held in the trust account, and your statement
on the cover
 page that $150,000,000 will be deposited into a trust account. Please
revise your
 disclosures regarding the amount to be held in the trust account for
consistency.
Dilution, page 80

18. Please expand your disclosure, outside the table, to describe each
material potential
 source of future dilution following your registered offering, including
sources not
 included in the table with respect to the determination of net tangible
book value per
 share, as adjusted. Your revisions should address, but not be limited
to, founder
 shares' anti-dilution rights, shares that may be issued in connection
with the closing of
 your initial business combination, and up to $5,000,000 of working
capital loans that
 may be converted into private placement units. Refer to Item 1602(c) of
Regulation S-
 K.
19. We note the disclosure in your filing that your amended and restated
memorandum
 and articles of association will provide that you may not redeem your
public shares in
 an amount that would cause your net tangible assets, after payment of
the
 underwriters' fees and commissions, to be less than $5,000,001. Please
tell us how you
 considered this redemption restriction in your determination of your
maximum
 redemption threshold for your dilution presentation. Given your
redemption
 limitation, amend your disclosure to present the number of ordinary
shares redeemed
 and amounts paid for such redemptions as quartile percentages of the
maximum
 redemption rather than based on the entire amount of shares to be sold
to public
 shareholders. Refer to Item 1602(c) of Regulation S-K.
Management, page 121

20. Please revise your disclosure to ensure you have disclosed the business
experience,
 principal occupations, and employment of each director and executive
officer
 named during each of the past five years, including dates and duration
of employment.
 Refer to Item 401(e) of Regulation S-K. Also revise the table on page
121 to clarify
 June 25, 2025
Page 5

 the individuals who are currently director nominees, or advise, and
include the class
 of each director and director nominee. In this regard, we note the
consents filed as
 Exhibits 99.3-99.6 and your statement on page 123 and elsewhere that
your board is
 divided into three classes.
21. Please ensure that your table disclosing the contractual obligations and
fiduciary
 duties of your officers and directors is complete. In this regard, we
note that it appears
 Prashant Patel may be serving as Vice Chairman of the Board of
Wellgistics Health,
 Inc. and that Eric Sherb is serving as Chief Financial Officer of SME
Entertainment,
 Inc.
Principal Shareholders, page 131

22. We note your disclosure that Eric Sherb has voting and investment
discretion with
 respect to the founder shares held by the sponsor. Please address all
persons with
 direct and indirect material interests in the sponsor, including the
nature and amount
 of their interests. Refer to Item 1603(a)(7) of Regulation S-K.
Financial Statements
Notes to Financial Statements
Note 9 - Subsequent Events, page F-18

23. We note you evaluated subsequent events through May 27, 2025, the date
that the
 financial statements were available for issuance. Please tell us what
consideration you
 gave to evaluating subsequent events through the audit report date
noted, and advise
 or revise accordingly. Refer to ASC 855-10-25.
Exhibits

24. We note your references to a letter agreement between you, your sponsor,
and your
 management. However, this agreement does not appear to be filed or
listed in the
 exhibit index. Please file this letter agreement. Refer to Item
601(b)(10) of Regulation
 S-K.
General

25. Please ensure that you define all acronyms or defined terms upon first
use. For
 example, you reference SAP units in the fourth paragraph of your cover
page but you
 do not define SAP until the tenth paragraph or SAP Unit until the
fourteenth
 paragraph.
26. Please discuss the general character of your sponsor's business and
describe the
 material roles and responsibilities of your sponsor, its affiliates, and
promoters in
 directing and managing your activities. Refer to Items 1603(a)(2) and
(a)(4) of
 Regulation S-K.
27. Please describe the experience of your sponsor, affiliates, and
promoters in organizing
 special purpose acquisition companies. Refer to Item 1603(a)(3) of
Regulation S-K.
28. With a view toward disclosure, please tell us whether your sponsor is,
is controlled
 by, or has substantial ties with a non-U.S. person. If so, also include
risk factor
 disclosure that addresses how this fact could impact your ability to
complete your
 initial business combination. For instance, discuss the risk to
investors that you may
 June 25, 2025
Page 6

 not be able to complete an initial business combination with a U.S.
target company
 should the transaction be subject to review by a U.S. government entity,
such as the
 Committee on Foreign Investment in the United States (CFIUS), or
ultimately
 prohibited. Disclose that as a result, the pool of potential targets
with which you could
 complete an initial business combination may be limited. Further,
disclose that the
 time necessary for government review of the transaction or a decision to
prohibit the
 transaction could prevent you from completing an initial business
combination and
 require you to liquidate. Disclose the consequences of liquidation to
investors, such as
 the loss of the investment opportunity in a target company, any price
appreciation in
 the combined company, and the warrants, which would expire worthless.
Underwriting, page 166

29. Please revise your underwriter's compensation table to include the SAP
units. In that
 regard, we note your disclosure on page 168 and elsewhere that these
items have been
 deemed compensation by FINRA. Please refer to Item 508(e) of Regulation
S-K.
 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 Peter McPhun at 202-551-3581 or Mark Rakip at
202-551-3573 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Isabel Rivera at 202-551-3518 or Dorrie Yale at 202-551-8776 with any
other
questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Real
Estate & Construction
cc: Rajiv Khanna, Esq.
</TEXT>
</DOCUMENT>