September 13, 2024

Andrew Gundlach
Chief Executive Officer
Bleichroeder Acquisition Corp. I
1345 Avenue of the Americas, Fl 47
New York, NY 10105

       Re: Bleichroeder Acquisition Corp. I
           Amendment No. 1 to Registration Statement on Form S-1
           Filed August 21, 2024
           File No. 333-280777
Dear Andrew Gundlach:

     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. Unless we
note otherwise,
any references to prior comments are to comments in our August 9, 2024, letter.

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

1.     We note your response to prior comment 1. In your discussion of the
Class B ordinary
       shares issued to the sponsor, please briefly describe the anti-dilution
adjustments that may
       give the sponsor additional shares upon conversion of the Class B
shares. We do note that
       you reference "adjustments described herein" in this context. Please
also revise the
       compensation and securities table on page 11 to include a brief
description of the anti-
       dilution adjustments applicable to the Class B shares so that it is
clear that the $25,000 of
       consideration for the original Class B shares covers any additional
shares issued to the
       sponsor under anti-dilution provisions.
 September 13, 2024
Page 2

Summary, page 1

2.     Please revise the appropriate section of your Summary to disclose that
your ability to
       identify and evaluate a target company may be impacted by significant
competition
       among other SPACs in pursuing business combination transaction candidate
and that
       significant competition may impact the attractiveness of the acquisition
terms that the
       SPAC will be able to negotiate. In this regard, we note your disclosure
on page 65 that
       there are numerous special purpose acquisition companies seeking targets
and that fewer
       attractive targets may be available.
Initial Business Combination, page 7

3.     In connection with prior comments 5 and 8, please revise here, on page
34, and elsewhere
       that similar disclosure appears to further explain the type of
transaction that you would
       target and why it would be of a nature substantially different than what
the sponsor, co-
       founders, directors and officers would target. Explain how this
difference supports the
       conclusion that potential conflicts of interest would not materially
affect your ability to
       complete a business combination. Also, please elaborate on why the fact
that the sponsor,
       co-founders, directors and officers have financial interests in the
completion of a business
       combination resolves conflicts of interest that they may have as a
result of their fiduciary,
       contractual or other duties to other entities.
Sponsor Information, page 11

4.     We note disclosure that other than Mr. Combes and Mr. Gundlack "and
members of our
       management team and their affiliates," no other person will have a
direct or indirect
       material interest in the sponsor. Please revise to specifically identify
all of the persons
       who have a direct or indirect material interest in the SPAC sponsor, as
well as the nature
       and amount of their interests, as required by Item 1603(a)(7) of
Regulation S-K.
5.     We note the disclosure on page 14 and 110 that "in order to facilitate
our initial business
       combination or for any other reason determined by our sponsor in its
sole discretion, our
       sponsor may surrender or forfeit, transfer or exchange our founder
shares, private
       placement warrants or any of our other securities, including for no
consideration, as well
       as 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 risk factor disclosure regarding any risk that
the sponsor may
       remove itself as Sponsor from the company before identifying a business
combination,
       including through the unconditional ability to transfer the founder
shares or otherwise.
6.     We note your disclosure on page 12 that in the event of a transfer of
sponsor membership
       interests by members of the sponsor or their affiliates, there will be
an indirect transfer of
       the founder shares and private placement warrants held by the sponsor.
Please disclose
       any circumstances or arrangements under which the sponsor, it
affiliates, and promoters
       could indirectly transfer ownership of your securities through transfers
of sponsor
       membership interests. Please see Item 1603(a)(6).
 September 13, 2024
Page 3

Risk Factors
The nominal purchase price paid by our sponsor for the founder shares may
result in significant
dilution..., page 75

7.     We note your response to comment 10. The $9.53 implied value per share
upon
       consummation of initial business combination does not take into account
6,250,000
       founder shares which will also be outstanding upon consummation of the
initial business
       combination. We also note that the $7.62 initial implied value per
public share appears to
       include founders shares as well as public shares. Please revise or
explain to us why
       revisions are not necessary.
Use of Proceeds, page 88

8.     Based upon the gross proceeds raised and offering expenses incurred,
proceeds after
       offering expenses will be approximately $251,000,000 and $288,312,500,
depending on
       whether or not the over-allotment is exercised. Please revise your use
of proceeds table to
       reflect the correct amounts or advise us why a revision is not necessary
and ensure any
       changes to the proceeds after offering expenses are also reflected in
the table on page 93.
9.     Please tell us whether and where the portion of the non-deferred
underwriting
       commissions sourced from permitted withdrawals appears in the table.
Proposed Business
Sponsor Information, page 107

10.    We note your response to prior comment 16. Please revise the disclosures
here and on
       page 11, outside of the tables, to describe the extent to which the
conversion of the
       working capital loans into warrants may result in material dilution of
the purchasers'
       equity interests. See Item 1602(b)(6) of Regulation S-K. Further, we
note your disclosure
       on pages 14 and 109 regarding the payment of consulting, success or
finder fees, salaries
       and other fees to your affiliates. Please ensure that this disclosure is
included in the
       compensation table and in the compensation information required on the
cover page. See
       Items 1602(a)(3) and 1602(b)(6) of Regulation S-K.
Exhibits

11.    The Consent of Independent Registered Public Accounting Firm included as
Exhibit 23.1
       references their report dated August 19, 2024. However, the audit report
in the filing is
       dated August 21, 2024. Please obtain and file an updated consent that
references the
       correct report date.
 September 13, 2024
Page 4

        Please contact William Demarest at 202-551-3432 or Kristina Marrone at
202-551-3429
if you have questions regarding comments on the financial statements and
related matters. Please
contact Stacie Gorman at 202-551-3585 or Pam Long at 202-551-3765 with any
other questions.



                                                           Sincerely,

                                                           Division of
Corporation Finance
                                                           Office of Real
Estate & Construction
cc:   Stuart Neuhauser, Esq.