TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo February 12, 2024 Roberta Brzezinski Chief Executive Officer Capitalworks Emerging Markets Acquisition Corp c/o Ellenoff Grossman & Schole LLP 1345 Avenue of the Americas New York, NY 10105 Re: Capitalworks Emerging Markets Acquisition Corp Preliminary Proxy Statement on Schedule 14A Filed January 31, 2024 File No. 001-41108 Dear Roberta Brzezinski: We have reviewed your filing and have the following comment. Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe the comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Preliminary Proxy Statement on Schedule 14A filed January 31, 2024 Risk Factors, page 14 1. We note that you are seeking to extend your termination date to March 3, 2025, a date which is 39 months from your initial public offering. We also note that you are listed on The Nasdaq Capital Market and that Nasdaq IM-5101-2 requires that a special purpose acquisition company complete one or more business combinations within 36 months of the effectiveness of its IPO registration statement. Please revise to explain that the proposal to extend your termination deadline to March 3, 2025 does not comply with this rule and to address the risks of your non-compliance with this rule, including that your securities may be subject to suspension and delisting from The Nasdaq Capital Market. Roberta Brzezinski FirstName LastNameRoberta Brzezinski Capitalworks Emerging Markets Acquisition Corp Comapany12, February NameCapitalworks 2024 Emerging Markets Acquisition Corp February Page 2 12, 2024 Page 2 FirstName LastName 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. Please contact Pearlyne Paulemon at 202-551-8714 or David Link at 202-551-3356 with any other questions. Sincerely, Division of Corporation Finance Office of Real Estate & Construction cc: Adam Berkaw, Esq