CORRESP

ARMADA ACQUISITION CORP. I

1760 Market Street, Suite 602

Philadelphia, PA 19103

(215) 543-6886

December 29, 2022

Via EDGAR

Division of Corporation Finance

Office of Real Estate & Construction

United States Securities and Exchange Commission

100 F Street, NE

Washington, D.C. 20549

Attention: Melanie Singh and Jeffrey Gabor

RE:

Armada Acquisition Corp. I

Preliminary Proxy Statement on Schedule 14A

Filed December 22, 2022

File No. 001-40742

Ladies and Gentlemen:

Armada Acquisition Corp. I, a Delaware corporation (the “Company”), sets forth below the Company’s response to the letter, dated December 28, 2022, containing the comments of the Staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”) with respect to the Company’s Preliminary Proxy Statement on Schedule 14A, filed with the Commission on December 22, 2022 (the “Proxy Statement”).

In order to facilitate the Staff’s review of the Company’s response, we have restated in italics the Staff’s comment in this letter, and we have numbered the paragraph below to correspond to the number in the Staff’s letter.

Preliminary Proxy Statement on Schedule 14A

General

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 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 in a target company, any price appreciation in the combined company, and the warrants, which would expire worthless consequences of liquidation to investors, such as the losses of the investment opportunity