May 8, 2025

Bala Padmakumar
Chief Executive Officer and Chairman
ChampionsGate Acquisition Corporation
419 Webster Street
Monterey, CA 93940

       Re: ChampionsGate Acquisition Corporation
           Amendment No. 3 to Registration Statement on Form S-1
           Filed May 6, 2025
           File No. 333-283689
Dear Bala Padmakumar:

     We have reviewed your amended 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.

Amendment No. 3 to Registration Statement on Form S-1 filed May 6, 2025
Cover Page

1.     To the extent you have any plans to issue founder shares or Sponsor
HoldCo
       membership interests to third parties, including any non-managing HoldCo
investors,
       please revise your disclosures where appropriate to briefly describe
such plans. In this
       regard, we note that your cover page disclosure appears to suggest you
may issue
       founder shares to non-managing HoldCo investors. We also note references
elsewhere
       to indirect ownership of founder shares by non-managing HoldCo
investors. See Item
       1602(b)(5) of Regulation S-K.
Use of Proceeds, page 78

2.     We note your revised use of proceeds disclosure and the removal of the
following
       items from the use of the net proceeds not held in the trust account:
 May 8, 2025
Page 2

             Legal, accounting, due diligence, travel, and other expenses in
connection with
           any business combination;
           Legal and accounting fees related to regulatory reporting
obligations; and
           Nasdaq continued listing fees.
       Please reinstate this disclosure, as applicable, or advise us why the
company will not
       have to incur these expenses.
       Please contact Eric McPhee at 202-551-3693 or Mark Rakip at 202-551-3573
if you
have questions regarding comments on the financial statements and related
matters. Please
contact Benjamin Holt at 202-551-6614 or Isabel Rivera at 202-551-3518 with any
other
questions.



                                                            Sincerely,

                                                            Division of
Corporation Finance
                                                            Office of Real
Estate & Construction
cc:   Arila E. Zhou, Esq.