September 27, 2024

Claudius Tsang
Chief Executive Officer and Chairman
SPAC III Acquisition Corp.
The Sun   s Group Center
29th Floor, 200 Gloucester Road
Wan Chai
Hong Kong

       Re: SPAC III Acquisition Corp.
           Amendment No. 2 to Draft Registration Statement on Form S-1
           Submitted September 9, 2024
           CIK No. 0001890361
Dear Claudius Tsang:

     We have reviewed your amended 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. Unless we note otherwise, any references to prior comments are to
comments in our
September 5, 2024 letter.

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

1.     We note your response to prior comment 4 and the revised disclosure.
Please revise to
       reference all disclosure regarding compensation and conflicts. For
example, we note your
       applicable disclosures in the Summary section and in "Proposed Business
- Our Sponsor."
2.     We note your response to prior comment 5. As previously stated, please
revise to include
       a cross-reference to the risk factors section, highlighted by prominent
type or in another
       manner, and include the page number where it appears in the prospectus.
See Item
       501(b)(5) of Regulation S-K.
 September 27, 2024
Page 2

Our Competitive Advantages, page 5

3.     We note your response to prior comment 7 that A SPAC (HK) Acquisition
Corp.   s listing
       was abandoned and there is no intention to resume the listing. Please
revise your
       disclosure in this section consistent with the response.
Summary
Compensation, page 5

4.     We acknowledge your revised disclosures in response to prior comment 6.
As previously
       stated, please also revise your narrative disclosure here to discuss the
anti-dilution
       provisions of the Class B ordinary shares and how they may result in a
material dilution of
       the purchasers    equity interests.
The Offering, page 18

5.     We note your response to prior comment 11. In your response, please
provide the
       calculations that support your disclosure. In this regard, we note that
your disclosures
       indicate that matters may be approved by a majority vote of your
shareholders and that
       your quorum is 50% of your shares.
Our rights agreement will designate the courts. . ., page 67

6.     We refer to your Rights Agreement filed as Exhibit 4.4 and your
disclosure here. Please
       revise to specifically disclose that your exclusive forum provision in
Section 7.3 applies to
       actions arising under the Securities Act, or advise. Please also state
that there is
       uncertainty as to whether a court would enforce such provision, and that
investors cannot
       waive compliance with the federal securities laws and the rules and
regulations
       thereunder. In that regard, we note that Section 22 of the Securities
Act creates concurrent
       jurisdiction for federal and state courts over all suits brought to
enforce any duty or
       liability created by the Securities Act or the rules and regulations
thereunder.
Our Sponsor, page 126

7.     We note your response to prior comment 20. As previously stated, please
also expand
       your disclosure to also discuss any circumstances under which the
sponsor may surrender
       or cancel securities in connection with a de-SPAC transaction, such as
in connection with
       a PIPE financing or earnout provision. In addition, to the extent that
your sponsor may
       surrender or forfeit, transfer or exchange your founder shares, private
placement units or
       any of your other securities, or subject any such securities to
earn-outs or other
       restrictions, or otherwise amend the terms of any such securities or
enter into any other
       arrangements with respect to any such securities, please add disclosure
in the Risk Factors
       section about risks that may arise from the sponsor having the ability
to remove itself as
       your sponsor before identifying a business combination, including
through the ability to
       transfer the founder shares or otherwise. Also, we note your statement
that out-of-pocket
       expenses incurred by your insiders will not be reimbursed unless you
consummate an
       initial business combination. Please revise your disclosure on page 16
to specifically
       disclose this information as well.
 September 27, 2024
Page 3

Principal Shareholders, page 162

8.     We acknowledge your revised disclosures in response to prior comment 19.
We note your
       disclosures here that the table reflects information as of the date of
the prospectus, but
       your table also reflects ownership of shares by your independent
directors, which you
       state in footnote 4 will be be transferred at the consummation of an
initial business
       combination. In addition, your disclosures elsewhere indicate that such
shares will be
       transferred at the closing of the offering. Please revise your
disclosures throughout to
       reconcile. In addition, your disclosures indicate equal ownership of the
sponsor by Ms.
       Shie and Mr. Tsang, but you state that the sponsor is controlled by
Claudius Tsang. Please
       expand your disclosures to explain whether Ms. Shie and Mr. Tsang have
equal voting
       rights in the sponsor even though he directs its day-to-day operations.
       Please contact Howard Efron at 202-551-3439 or Wilson Lee at
202-551-3468 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Ronald (Ron) E. Alper at 202-551-3329 or Dorrie Yale at 202-551-8776
with any other
questions.



                                                           Sincerely,

                                                           Division of
Corporation Finance
                                                           Office of Real
Estate & Construction
cc:   Giovanni Caruso