SecProbe.io

CORRESP
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 OTG Acquisition Corp. I

 12003 Cielo Court

 Palm Beach Gardens, Florida 33418

 September 9, 2025

 VIA EDGAR

 United States Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

 100 F Street, N.E.

 Washington, D.C. 20549

 Attn:
 Ruairi Regan and Jeffrey Gabor

 Re:
 OTG Acquisition Corp. I

 Registration Statement on Form S-1, as amended
 Initially Filed August 25, 2025
 File No. 333-289828

 Ladies and Gentlemen:

 Pursuant to Rule 461 under the
Securities Act of 1933, as amended, OTG Acquisition Corp. I (the "Company") hereby requests acceleration of the effective
date of the above referenced Registration Statement to 4:30 p.m., Eastern Time, on September 11, 2025, or as soon thereafter as practicable,
or at such other time as the Company or its outside counsel, Lowenstein Sandler LLP, request by telephone that such Registration Statement
be declared effective.

 Please contact Daniel Forman,
of Lowenstein Sandler LLP, special counsel to the Company, at (212) 419-5904, as soon as the Registration Statement has been declared
effective, or if you have any other questions or concerns regarding this matter.

 [ Signature Page Follows ]

 Very truly yours,

 OTG ACQUISITION CORP. I

 By:
 /s/ Scott Troeller

 Name:
 Scott Troeller

 Title:
 Chief Executive Officer

 cc:

 Daniel Forman, Lowenstein Sandler LLP

CORRESP
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 B.
Riley Securities, inc.

 1300
17 th Street North, Suite 1300

 Arlington,
Virginia 22209

 September
9, 2025

 VIA
EDGAR

 Ruairi
Regan

 United
States Securities and Exchange Commission

 Division
of Corporation Finance

 Office
of Real Estate & Construction

 100
F Street, N.E.

 Washington,
D.C. 20549

 Re:

 OTG
 Acquisition Corp. I

 Registration
 Statement on Form S-1

 Filed
 August 25, 2025

 File
 No. 333-289828

 Dear
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,
for itself and the other several underwriters, hereby joins in the request of OTG Acquisition Corp. I that the effective date of the
above-referenced Registration Statement be accelerated so as to permit it to become effective at 4:30 p.m. Eastern time on Thursday,
September 11, 2025, or as soon thereafter as practicable.

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

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

 *
* *

 [ Signature
Page Follows ]

 Very truly yours,

 B. RIley Securities, inc.

 By:
 /s/
 Jimmy Baker

 Name:
 Jimmy
 Baker

 Title:
 Co-CEO

 As Representative of the several underwriters

 [ Signature
Page to Underwriter's Acceleration Request Letter ]

CORRESP
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 VIA
EDGAR

 September
5, 2025

 U.S.
Securities and Exchange Commission

 Division
of Corporation Finance

 Office
of Real Estate & Construction

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

 Attention:
 Ameen
 Hamady
 Isaac
 Esquivel
 Ruairi
 Regan
 Jeffrey
 Gabor

 Re:
 OTG
 Acquisition Corp. I

 Registration
 Statement on Form S-1

 Filed
 August 25, 2025

 File
 No. 333-289828

 Ladies
and Gentlemen:

 On
behalf of our client, OTG Acquisition Corp. I (the " Company "), this letter sets forth the Company's responses
to the comments provided by the staff (the " Staff ") of the Division of Corporation Finance of the U.S. Securities
and Exchange Commission relating to the Company's Registration Statement on Form S-1 (the " Registration Statement ")
contained in the Staff's letter dated September 4, 2025 (the " Comment Letter "). In response to the comments
set forth in the Comment Letter, the Company has revised the Registration Statement and is filing the Registration Statement together
with this response letter. The Registration Statement also contains certain additional updates and revisions.

 For
the convenience of the Staff, each comment from the Comment Letter is restated in bold prior to the response to such comment. All references
to page numbers and captions (other than those in the Staff's comments) correspond to pages and captions in the Registration Statement.

 Registration
Statement on Form S-1 filed on August 25, 2025

 Summary

 Our
Sponsor, page 17

 1.
 Please
 revise to clarify, as of the most recent practicable date, the persons who have direct and indirect material interests in the SPAC
 sponsor, as well as the nature and amount of their interests. See Item 1603(a)(7) of Regulation S-K.

 Response :
The Company respectfully acknowledges the Staff's comment and advises the Staff that it has revised the disclosure on page 17 of
the Registration Statement to address the Staff's comment.

 Management,
page 139

 2.
 Please
 revise to clarify the business experience during the past five years for Joseph Dunfee including the nature of the responsibilities
 undertaken by him while at InfaNext Partners, Blue Mountain Capital Management, etc. and the periods during which he was employed
 by each entity. We also note the October 2022 press release by SMC Infrastructure Partners indicating that Scott Troeller and Joseph
 Dunfee joined SMC Infrastructure Partners as Co-Chief Executive Officer and EVP – Acquisitions, respectively. Please revise
 or advise accordingly. Refer to Item 401(e) of Regulation S-K.

 Response :
The Company respectfully acknowledges the Staff's comment and advises the Staff that it has revised the disclosure on page 139
of the Registration Statement to address the Staff's comment.

 Exhibits

 3.
 Reference
 is made to the consent from your independent auditors filed as Exhibit 23.1 where such consent indicates the independent audit report
 contains a going concern explanatory paragraph. We noted no going concern paragraph within the audit report presented on page F-2.
 Please clarify or revise accordingly.

 Response :
The Company respectfully acknowledges the Staff's comment and advises the Staff that the Company's independent auditor's
consent filed as Exhibit 23.1 to the Registration Statement has been revised to address the Staff's comment.

 We
hope that the responses above adequately address the Staff's comments. If you have any questions or comments regarding this letter
or the Registration Statement, please do not hesitate to contact me at (212) 419-5904.

 Sincerely,

 Daniel
Forman, Esq.

 Cc
 Scott
 Troeller, Chief Executive Officer and President
 Daniel
 Nussen, White & Case LLP
 Joel
 Rubinstein, White & Case LLP

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<TEXT>
 September 4, 2025

Scott Troeller
Chief Executive Officer
OTG Acquisition Corp. I
12003 Cielo Court
Palm Beach Gardens, FL 33418

 Re: OTG Acquisition Corp. I
 Registration Statement on Form S-1
 Filed August 25, 2025
 File No. 333-289828
Dear Scott Troeller:

 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 filed on August 25, 2025
Summary
Our Sponsor, page 17

1. Please revise to clarify, as of the most recent practicable date, the
persons who have
 direct and indirect material interests in the SPAC sponsor, as well as
the nature and
 amount of their interests. See Item 1603(a)(7) of Regulation S-K.
Management, page 139

2. Please revise to clarify the business experience during the past five
years for Joseph
 Dunfee including the nature of the responsibilities undertaken by him
while at
 InfaNext Partners, Blue Mountain Capital Management, etc. and the
periods during
 which he was employed by each entity. We also note the October 2022
press release
 by SMC Infrastructure Partners indicating that Scott Troeller and Joseph
Dunfee
 September 4, 2025
Page 2

 joined SMC Infrastructure Partners as Co-Chief Executive Officer and EVP

 Acquisitions, respectively. Please revise or advise accordingly. Refer
to Item 401(e)
 of Regulation S-K.
Exhibits

3. Reference is made to the consent from your independent auditors filed as
Exhibit 23.1
 where such consent indicates the independent audit report contains a
going concern
 explanatory paragraph. We noted no going concern paragraph within the
audit report
 presented on page F-2. Please clarify or revise accordingly.
 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 Ameen Hamady at 202-551-3891 or Isaac Esquivel at
202-551-3395 if
you have questions regarding comments on the financial statements and related
matters. Please contact Ruairi Regan at 202-551-3269 or Jeffrey Gabor at
202-551-2544 with
any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Real
Estate & Construction
cc: Daniel L. Forman, Esq.
</TEXT>
</DOCUMENT>

CORRESP
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 VIA EDGAR

 August 22, 2025

 U.S. Securities and Exchange Commission

 Division of Corporation Finance

 Office of Real Estate & Construction

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

 Attention:

 Ameen Hamady
 Isaac Esquivel
 Ruairi Regan
 Jeffrey Gabor

 Re:
 OTG Acquisition Corp. I

 Draft Registration Statement on Form S-1

 Submitted July 14, 2025

 CIK No. 0002077010

 Ladies and Gentlemen:

 On behalf of our client, OTG Acquisition Corp.
I (the " Company "), this letter sets forth the Company's responses to the comments provided by the staff (the
" Staff ") of the Division of Corporation Finance of the U.S. Securities and Exchange Commission relating to the Company's
Draft Registration Statement on Form S-1 (the " Registration Statement ") contained in the Staff's letter dated
August 8, 2025 (the " Comment Letter "). In response to the comments set forth in the Comment Letter, the Company has
revised the Registration Statement and is filing the Registration Statement together with this response letter. The Registration Statement
also contains certain additional updates and revisions.

 For the convenience of the Staff, each comment
from the Comment Letter is restated in bold prior to the response to such comment. All references to page numbers and captions (other
than those in the Staff's comments) correspond to pages and captions in the Registration Statement.

 Draft Registration Statement on Form S-1

 Cover Page

 1.
 Please describe on the cover page the antidilution adjustments that may result in the issuance of additional securities to the sponsor in connection with any change in the size of the offering. In that regard, we note your disclosure on page 17 and elsewhere that if you increase or decrease the size of the offering you will effect a share capitalization or other mechanism with respect to your Class B ordinary shares so as to maintain the ownership of your sponsor, on an as-converted basis, at approximately 20% of your issued and outstanding ordinary shares upon consummation of the offering. Please refer to Item 1602(a)(3) of Regulation S-K.

 Response : The Company respectfully acknowledges
the Staff's comment and advises the Staff that it has revised the disclosure on the cover page of the Registration Statement to
address the Staff's comment.

 Dilution, page 96

 2.
 Please expand your dilution disclosure to highlight that you may need to issue additional securities as you intend to seek an initial business combination with a target company with an enterprise value between $250 million and $1 billion, as stated on page 8 of your prospectus, which is greater than the net proceeds of the offering and the sale of private placement units.

 Response : The Company respectfully acknowledges
the Staff's comment and advises the Staff that it has revised the disclosure on page 96 of the Registration Statement to address
the Staff's comment.

 Underwriting, page 191

 3.
 Please revise the underwriter's compensation table to include the private placement units. Please refer to Item 508(e) of Regulation S-K.

 Response : The Company respectfully acknowledges
the Staff's comment and advises the Staff that it has revised the disclosure on page 191 of the Registration Statement to address
the Staff's comment.

 We hope that the responses above adequately addresses
the Staff's comments. If you have any questions or comments regarding this letter or the Registration Statement, please do not hesitate
to contact me at (212) 419-5904.

 Sincerely,

 Daniel Forman, Esq.

 Cc

 Scott Troeller, Chief Executive Officer and President

 Daniel Nussen, White & Case LLP

 Joel Rubinstein, White & Case LLP

<DOCUMENT>
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<TEXT>
 August 8, 2025

Scott Troeller
Chief Executive Officer
OTG Acquisition Corp. I
12003 Cielo Court
Palm Beach Gardens, FL 33418

 Re: OTG Acquisition Corp. I
 Draft Registration Statement on Form S-1
 Submitted July 14, 2025
 CIK No. 0002077010
Dear Scott Troeller:

 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 describe on the cover page the antidilution adjustments that may
result in the
 issuance of additional securities to the sponsor in connection with any
change in the
 size of the offering. In that regard, we note your disclosure on page 17
and elsewhere
 that if you increase or decrease the size of the offering you will
effect a share
 capitalization or other mechanism with respect to your Class B ordinary
shares so as
 to maintain the ownership of your sponsor, on an as-converted basis, at
approximately
 20% of your issued and outstanding ordinary shares upon consummation of
the
 offering. Please refer to Item 1602(a)(3) of Regulation S-K.
 August 8, 2025
Page 2
Dilution, page 96

2. Your disclosure assumes that no ordinary shares are issued to
shareholders of a
 potential business combination target. Please expand your dilution
disclosure to
 highlight that you may need to issue additional securities as you intend
to seek an
 initial business combination with a target company with an enterprise
value between
 $250 million and $1 billion, as stated on page 8 of your prospectus,
which is greater
 than the net proceeds of the offering and the sale of private placement
units.
Underwriting, page 191

3. Please revise the underwriter's compensation table to include the
private placement
 units. Please refer to Item 508(e) of Regulation S-K.

 Please contact Ameen Hamady at 202-551-3891 or Isaac Esquivel at
202-551-3395 if
you have questions regarding comments on the financial statements and related
matters. Please contact Ruairi Regan at 202-551-3269 or Jeffrey Gabor at
202-551-2544 with
any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Real
Estate & Construction
cc: Daniel L. Forman, Esq.
</TEXT>
</DOCUMENT>