December 20, 2024

Michael Blitzer
Chief Executive Officer
Inflection Point Acquisition Corp. III
167 Madison Avenue Suite 205 #1017
New York, NY 10016

        Re: Inflection Point Acquisition Corp. III
            Registration Statement on Form S-1
            Filed November 25, 2024
            File No. 333-283427
Dear Michael Blitzer:

       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
Cover page

1.     Please revise to indicate the amount of interest that may be released
from the trust
       account to fund your working capital requirements.
Compensation of Sponsor, page 8

2.     Please revise the table in this section and on page 109 to disclose
clearly as
       compensation the antidilution adjustment of the founder shares to
maintain your initial
       shareholders    ownership at 25% if you increase the size of the
offering as referenced
       on page 149. Also, describe the extent to which these items of
compensation and/or
       securities issuances may result in a material dilution of the purchasers
   equity
       interests.
 December 20, 2024
Page 2

If we are deemed to be an Investment Company, page 54

3.     Please expand your disclosure in this section to include disclosure with
respect to the
       consequences to investors if you are required to wind down your
operations as a result
       of investment company status, to include the loss of any rights, which
would expire
       worthless. Also, please confirm that if your facts and circumstances
change over time,
       you will update your disclosure to reflect how those changes impact the
risk that you
       may be considered to be operating as an unregistered investment company.
Our Sponsor, page 108

4.     We note numerous exceptions to the transfer restrictions in the table on
page 110.
       Please add risk factor disclosure 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. Address the
       consequences of such removal to the company's ability to consummate an
initial
       business combination, including that any replacement sponsor could have
difficulty
       finding a target.
5.     We note the disclosure on page 108 that each member of your management
team
       owns, or will own, directly or indirectly, interests in your sponsor.
Please revise to
       discuss the membership interests in the sponsor that each member of your
       management team will receive for their services to you. See Item
402(r)(3) of
       Regulation S-K.
6.     Please disclose whether the interests in the sponsor, Inflection Point
Fund I, LP or
       Inflection Point GP I LLC may be transferred to third parties. Please
add risk factor
       disclosure, as applicable.
        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 Howard Efron at 202-551-3439 or Jennifer Monick at
202-551-3295 if
you have questions regarding comments on the financial statements and related
matters. Please contact Ruairi Regan at 202-551-3269 or David Link at
202-551-3356 with
any other questions.



                                                             Sincerely,

                                                             Division of
Corporation Finance
                                                             Office of Real
Estate & Construction
cc:   Russell Deutsch