SecProbe.io

CORRESP
 1
 filename1.htm

 Infinite Eagle Acquisition Corp.

 955 Fifth Avenue

 New York, NY 10075

 January 13, 2026

 VIA EDGAR

 Benjamin Holt

 Division of Corporation Finance

 Office of Real Estate & Construction

 U.S. Securities and Exchange Commission

 100 F Street, NE

 Washington, DC 20549-3233

 Re:
 Infinite Eagle Acquisition Corp.

 Registration Statement on Form S-1

 Filed November 20, 2025, as amended

 File No. 333-291679

 Dear Mr. Holt:

 Pursuant to Rule 461 of the
rules and regulations promulgated under the Securities Act of 1933, as amended, Infinite Eagle Acquisition Corp. respectfully requests
that the effective date of the above-referenced Registration Statement be accelerated so as to permit it to become effective at 4:00 p.m.
Eastern Time on January 15, 2026, or as soon thereafter as practicable.

 Please call Daniel Nussen
of White & Case LLP at (213) 620-7796 to provide notice of the effectiveness of the Registration Statement.

 [ Signature Page Follows ]

 Very truly yours,

 By:
 /s/ Eli Baker

 Name:
 Eli Baker

 Title:
 Chief Executive Officer and Director

 cc:
 Daniel Nussen, White & Case LLP

 [ Signature Page to Acceleration Request ]

CORRESP
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 filename1.htm

 Goldman Sachs & Co. LLC

 200 West Street

 New York, New York 10282

 January 13, 2026

 VIA EDGAR

 United States Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

 Washington, D.C. 20549

 Attention: Benjamin Holt

 Re: Infinite Eagle Acquisition Corp.

 Registration Statement on Form S-1

 Filed November 20, 2025, as amended

 File No. 333-291679

 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 Infinite Eagle Acquisition
Corp. that the effective date of the above-referenced Registration Statement be accelerated so as to permit it to become effective at
4:00 p.m. New York time on January 15, 2026, or as soon thereafter as practicable.

 Pursuant to Rule 460 of the General Rules and Regulations under the
Act, the undersigned advise that they intend to distribute approximately 1,000 copies of the Preliminary Prospectus dated January 12, 2026
to prospective underwriters and dealers, institutional investors, retail investors and others.

 The undersigned advise that they have 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,

 Goldman Sachs & Co. LLC

 By :
 /s/ Michael Voris

 Name:
 Michael Voris

 Title:
 Managing Director

 [Signature Page to Acceleration
Request Letter]

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 January 12, 2026

Eli Baker
Chief Executive Officer
Infinite Eagle Acquisition Corp.
955 Fifth Avenue
New York, NY 10075

 Re: Infinite Eagle Acquisition Corp.
 Amendment No. 1 to Registration Statement on Form S-1
 Filed January 12, 2026
 File No. 333-291679
Dear Eli Baker:

 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. 1 to Registration Statement on Form S-1 filed January 12, 2026
Risk Factors
General Risk Factors, page 75

1. Please revise to restore your risk factor related to the 1% U.S. federal
excise tax on
 stock buybacks.
Exhibits

2. Please request Cayman Islands counsel to revise its legal opinion filed
as Exhibit
 5.1 to remove assumption (vii), which assumes material facts underlying
the opinion.
 Refer to Section II.B.3.a of Staff Legal Bulletin No. 19.
3. Please request New York counsel to revise its legal opinion filed as
Exhibit 5.2 to
 cover all of the securities being registered and to remove inappropriate
assumptions.
 In this regard, we note that you are registering 34,500,000 units;
however, the opinion
 January 12, 2026
Page 2

 appears to cover only 30,000,000 units. We also note, on page 2,
paragraph 3, the
 assumptions in clauses (ii), (iv), and (v), which appear overly broad
and assume
 material facts underlying the opinion or readily ascertainable facts in
relation to the
 company and/or New York law. Refer to Section II.B.3.a of Staff Legal
Bulletin No.
 19.
4. Please revise the filing fee table to register the Class A ordinary
shares included as
 part of the units and to register the Eagle Share Rights included as
part of the units.
Signatures, page II-5

5. Please include the signatures of your principal financial officer, your
controller or
 principal accounting officer, and at least a majority of the board of
directors. See
 Instruction 1 to Signatures to Form S-1.
 Please contact Babette Cooper at 202-551-3396 or Isaac Esquivel at
202-551-3395 if
you have questions regarding comments on the financial statements and related
matters.
Please contact Benjamin Holt at 202-551-6614 or Pam Howell at 202-551-3357 with
any
other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Real
Estate & Construction
cc: Daniel Nussen
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 January 12, 2026

 VIA EDGAR

 United States Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street NE

 Washington, D.C. 20549

 Attn: Benjamin Holt
Pam Howell
Babette Cooper
Isaac Esquivel

 Re: Infinite Eagle Acquisition Corp.

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

 Filed January 12, 2026

 File No. 333-291679

 Ladies and Gentlemen:

 On behalf of our client, Infinite
Eagle Acquisition Corp., a Cayman Islands exempted company (the "Company"), we are writing to submit the Company's responses
to the comments of the staff of the Division of Corporation Finance of the United States Securities and Exchange Commission (the "Staff")
with respect to the above-referenced Amendment No. 1 to the Registration Statement on Form S-1 filed on January 12, 2026 (the "Amended
Registration Statement"), contained in the Staff's letter dated January 12, 2026 (the "Comment Letter").

 The Company has filed via
EDGAR its Amendment No. 2 to the Registration Statement on Form S-1 ("Second Amended Registration Statement"), which reflects
the Company's responses to the comments received by the Staff and certain updated information. For ease of reference, each comment
contained in the Comment Letter is printed below in bold and is followed by the Company's response. All page references in the responses
set forth below refer to page numbers in the Second Amended Registration Statement. Capitalized terms used but not defined herein have
the meanings set forth in the Second Amended Registration Statement.

 January 12, 2026

 Amendment No. 1 to Registration Statement on
Form S-1 filed January 12, 2026

 Risk Factors

 General Risk Factors, page 75

 1. Please revise to restore your risk factors related to the 1% U.S. federal excise tax on stock buybacks.

 Response : The Company has restored
such risk factor on page 75.

 Exhibits

 2. Please request Cayman Islands counsel to revise its legal opinion filed as Exhibit 5.1 to remove assumption
(vii), which assumes material facts underlying the opinion. Refer to Section II.B.3.a of Staff Legal Bulletin No. 19.

 Response : The Company has re-filed
the revised legal opinion of Cayman Islands counsel as Exhibit 5.1 in response to the comment of the Staff.

 3. Please request New York counsel to revise its legal opinion filed as Exhibit 5.2 to cover all of the
securities being registered and to remove inappropriate assumptions. In this regard, we note that you are registering 34,500,000 units;
however, the opinion appears to cover only 30,000,000 units. We also note, on page 2, paragraph 3, the assumptions in clauses (ii), (iv),
and (v), which appear overly broad and assume material facts underlying the opinion or readily ascertainable facts in relation to the
company and/or New York law. Refer to Section II.B.3.a of Staff Legal Bulletin No. 19.

 Response : The Company has re-filed
the revised legal opinion of New York counsel as Exhibit 5.2 in response to the comments of the Staff.

 4. Please revise the filing fee table to register the Class A ordinary shares included as part of the
units and to register the Eagle Share Rights included as part of the units.

 Response : The Company has revised
and re-filed the filing fee table to register the Class A ordinary shares and Eagle Share Rights included as part of the units.

 Signatures, page II-5

 5. Please include the signatures of your principal financial officer, your controller or principal accounting
officer, and at least a majority of the board of directors. See Instruction 1 to Signatures to Form S-1.

 Response : The Company has revised
the signature page to included such signatures.

 Please do not hesitate to
contact Joel Rubinstein at (212) 819-7642 or Daniel Nussen at (213) 620-7796 of White & Case LLP with any questions or comments regarding
this letter.

 Best regards,

 /s/ White & Case LLP

 cc: Eli Baker, Infinite Eagle Acquisition Corp.

CORRESP
 1
 filename1.htm

 November 20, 2025

 VIA EDGAR

United States Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street NE

 Washington, D.C. 20549

 Attn:
 Benjamin Holt

 Pam Howell

 Babette Cooper

 Isaac Esquivel

 RE:
 Infinite Eagle Acquisition Corp.

 Draft Registration Statement
on Form S-1

 Submitted September 4,
2025

 CIK No. 0002084396

 On behalf of our client, Infinite Eagle Acquisition
Corp., a Cayman Islands exempted company (the " Company "), we are writing to submit the Company's responses to
the comments of the staff of the Division of Corporation Finance of the United States Securities and Exchange Commission (the "Staff")
with respect to the above-referenced Draft Registration Statement on Form S-1 submitted on September 4, 2025 (the " Draft Registration
Statement "), contained in the Staff's letter dated September 29, 2025 (the " Comment Letter ").

 The Company has filed via EDGAR its Registration
Statement on Form S-1 (" Registration Statement "), which reflects the Company's responses to the comments received
by the Staff and certain updated information. For ease of reference, each comment contained in the Comment Letter is printed below in
bold and is followed by the Company's response. All page references in the responses set forth below refer to page numbers in the
Registration Statement. Capitalized terms used but not defined herein have the meanings set forth in the Registration Statement.

 Draft Registration Statement on Form S-1 submitted
on September 4, 2025

 Summary

 Our Sponsor, page 8

 1. Outside of the table on pages 8-10, please expand to disclose
the extent to which the conversion of loans into private placement shares of the post-business combination entity may result in a material
dilution of the purchasers' equity interests. See Item 1602(b)(6) of Regulation S-K.

 Response : The Company acknowledges
the comment of the Staff and has revised the disclosure on pages 10 and 97.

 November 20, 2025

 Payment to insiders, page 30

 2. Please revise to clarify the aggregate amount your sponsor may loan to you for offering-related and
organizational expenses, which elsewhere you state is $400,000 but here you state is $1,000,000.

 Response : The Company acknowledges
the comment of the Staff and has revised the disclosure on page 30.

 Use of Proceeds, page 80

 3. We note you report $1,509,000 of Legal, accounting, due diligence, travel, and other expenses in connection
with any business combination, in your Use of Proceeds disclosures. However, in your Liquidity and Capital Resources disclosures, on page
89, you state these costs will amount to $2,509,000. Please revise to provide consist disclosures throughout the filing as needed.

 Response : The Company acknowledges
the comment of the Staff and has revised the disclosure on page 89.

 Management

 Conflicts of Interest, page 128

 4. We note your disclosure that you not believe the fiduciary duties or contractual obligations of your
officers or directors will materially affect your ability to complete your initial business combination because the other entities to
which your officers and directors currently owe fiduciary duties or contractual obligations are not themselves in the business of engaging
in business combinations. However, we also note that each of your officers and directors is currently also an officer or director of Bold
Eagle Acquisition Corp., which is a special purpose acquisition company. Therefore, please revise or advise to reconcile.

 Response : The Company acknowledges
the comment of the Staff and has revised the disclosure on page 129.

 Please do not hesitate to
contact Joel Rubinstein at (212) 819-7642 or Daniel Nussen at (213) 620-7796 of White & Case LLP with any questions or comments regarding
this letter.

 Best regards,

 /s/ White & Case LLP

 cc: Eli Baker, Infinite Eagle Acquisition Corp.

September 29, 2025
Eli Baker
Chief Executive Officer
Infinite Eagle Acquisition Corp.
955 Fifth Avenue
New York, NY 10075
Re:Infinite Eagle Acquisition Corp.
Draft Registration Statement on Form S-1
Submitted September 4, 2025
CIK No. 0002084396
Dear Eli Baker:
            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 and non-public draft submissions 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 submitted September 4, 2025
Summary
Our Sponsor, page 8
1.Outside of the table on pages 8-10, please expand to disclose the extent to which the
conversion of loans into private placement shares of the post-business combination
entity may result in a material dilution of the purchasers' equity interests. See Item
1602(b)(6) of Regulation S-K.
Payments to insiders, page 30
2.Please revise to clarify the aggregate amount your sponsor may loan to you for
offering-related and organizational expenses, which elsewhere you state is $400,000
but here you state is $1,000,000.

September 29, 2025
Page 2
Use of Proceeds, page 80
3.We note you report $1,509,000 of Legal, accounting, due diligence, travel, and other
expenses in connection with any business combination, in your Use of Proceeds
disclosures. However, in your Liquidity and Capital Resources disclosures, on page
89, you state these costs will amount to $2,509,000. Please revise to provide consist
disclosures throughout the filing as needed.
Management
Conflicts of Interest, page 128
4.We note your disclosure that you not believe the fiduciary duties or contractual
obligations of your officers or directors will materially affect your ability to complete
your initial business combination because the other entities to which your officers and
directors currently owe fiduciary duties or contractual obligations are not themselves
in the business of engaging in business combinations. However, we also note that
each of your officers and directors is currently also an officer or director of Bold
Eagle Acquisition Corp., which is a special purpose acquisition company. Therefore,
please revise or advise to reconcile.
            Please contact Babette Cooper at 202-551-3396 or Isaac Esquivel at 202-551-3395 if
you have questions regarding comments on the financial statements and related matters.
Please contact Benjamin Holt at 202-551-6614 or Pam Howell at 202-551-3357 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Real Estate & Construction
cc:Daniel Nussen