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                                                              January 31, 2025

Tony Koblinski
Chief Executive Officer
TCFIII SPACECO HOLDINGS LLC
5351 Argosy Avenue
Huntington Beach, CA 92649

       Re: TCFIII SPACECO HOLDINGS LLC
           Amendment No. 1 to Registration Statement on Form S-1
           Filed January 24, 2025
           File No. 333-284382
Dear Tony Koblinski:

     We have reviewed your amended registration statement and have the
following
comment(s).

        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 January 21,
2025 letter.

Amendment No. 1 to Registration Statement on Form S-1 filed January 24, 2025
Prospectus Summary
Recent Developments, page 10

1.     We note your statement in your disclosure suggesting not to place undue
reliance on
       your preliminary results, which may differ from actual results. If you
choose to
       disclose preliminary results, you should be able to assert that the
actual results are not
       expected to differ materially from that reflected in the preliminary
results.
       Accordingly, please remove this statement, as it implies that investors
should not rely
       on the information presented.
        Please contact Eiko Yaoita Pyles at 202-551-3587 or Ernest Greene at
202-551-3733
if you have questions regarding comments on the financial statements and
related
 January 31, 2025
Page 2

matters. Please contact Eranga Dias at 202-551-8107 or Asia Timmons-Pierce at
202-551-
3754 with any other questions.



                                                         Sincerely,

                                                         Division of
Corporation Finance
                                                         Office of
Manufacturing
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