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CORRESP
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 Southport Acquisition
Corporation
 268 Post Road, Suite 200
Fairfield, CT 06824

 Angel Studios, Inc.
 295 W Center St.
Provo, UT 84601

 June 13,
2025

 VIA EDGAR

 U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Trade & Services
100 F Street, NE
Washington, D.C. 20549

 Attention:
 Valeria Franks

 Joel Parker

 Scott Anderegg

 Mara Ransom

 Re: Southport Acquisition Corporation
Amendment No. 2 to Registration Statement on Form S-4
 Filed April 22, 2025
File No. 333-283151

 Ladies and Gentlemen:

 This letter sets forth the response of Southport Acquisition Corporation
(" SAC ") and Angel Studios, Inc. (" ASI ") to the comments of the Staff (the " Staff ")
of the Division of Corporation Finance, Office of Trade & Services, of the U.S. Securities and Exchange Commission (the " SEC ")
set forth in its letter, dated May 9, 2025, with respect to the above-referenced Amendment No. 2 to Registration Statement on
Form S-4 (the " Registration Statement "), filed with the SEC on April 22, 2025.

 Concurrently with the submission of this letter, SAC is filing via
EDGAR Amendment No. 3 to the Registration Statement on Form S-4 (the " Revised Registration Statement "),
which reflects SAC's and ASI's responses to the comments received from the Staff and certain updated information. Capitalized
terms used but not otherwise defined herein shall have the meanings ascribed thereto in the Revised Registration Statement.

 For the Staff's convenience, the text of the Staff's comment
is set forth below in bold, followed by SAC's and ASI's response. All references to page numbers in these responses are
to the pages of the Revised Registration Statement.

 U.S. Securities and Exchange Commission

 June 13,
2025

 Page 2

 Amendment No. 2 to Registration Statement on Form S-4
filed April 22, 2025

 Summary of the Joint Proxy Statement/Prospectus, page 34

 1. Update your disclosure regarding your bitcoin treasury strategy to quantify the amount of bitcoin used as collateral for borrowings
since December 31, 2024. Also, where you discuss your strategy, disclose your policies governing when you exchange your
cash for bitcoin and when you monetize your bitcoin. If future bitcoin purchases will be executed using a time-weighted average price
over a pre-arranged time period, revise to disclose as much. In addition, disclose whether you have policies governing the percentage
of your treasury holdings that will be held as bitcoin. In this regard, your risk factor disclosure simply states that you "intend
to purchase a significant amount of additional bitcoin in future periods and significantly increase [y]our overall holdings of bitcoin."

 Response :
In response to the Staff's comment, SAC and ASI have revised the disclosure on pages 37, 317 and 335 of the Revised Registration
Statement.

 Risk Factors

 Risks Relating to ASI's Bitcoin Treasury Strategy, page 96

 2. Enhance your risk factor disclosure to describe any material financing, liquidity, or other risks you face related to the impact
that a crypto asset market disruption may have, directly or indirectly, on the value of the bitcoin you elect to use as collateral.

 Response :
In response to the Staff's comment, SAC and ASI have revised the disclosure on pages 100-111 of the Revised Registration
Statement.

 3. We note your disclosure about the risk of non-performance by counterparties, such as your bitcoin custodian. In an appropriate
place in your registration statement, disclose the material aspects of the bitcoin custody agreement, including how the custodian stores
the private keys, including whether they are commingled with assets of other customers and the geographic area where they will be
stored, whether the custodian carries insurance for any losses of the bitcoin it custodies for you and identify who will have access to
the private key information and disclose whether any entity will be responsible for verifying the existence of the bitcoin.

 Response :
In response to the Staff's comment, SAC and ASI have revised the disclosure on pages 40-41 and 319-320 of the Revised Registration
Statement.

 4. Please describe anti-money laundering (AML), know-your-customer (KML) and other procedures conducted by you and the liquidity provider
to mitigate transaction risk, including whether a transaction counterparty is subject to sanctions and is otherwise in compliance with
applicable laws and regulations. Also add risk factor disclosure describing the risks of that these due diligence procedures may fail
to prevent transactions with a sanctioned entity and the impact if such a transaction occurs.

 Response :
In response to the Staff's comment, SAC and ASI have revised the disclosure on pages 40-41, 319-320 and 109-110 of the Revised
Registration Statement.

 U.S. Securities and Exchange Commission

 June 13,
2025

 Page 3

 Background to the Business Combination, page 167

 5. We note your response and revisions to prior comment 5. As previously requested, revise to disclose ASI's projected revenue
growth and quantify the "proportional increase" referenced in your disclosure as it relates to Angel Guild Membership
revenue. Disclose and quantify how Oppenheimer applied "such multiples to ASI's expected revenue growth from the projected increase
in paid Angel Guild members." In this regard, explain the basis for ASI's projected increase in Angel Guild paid memberships
to at least one million in 2025, as such amount appears to exceed what you describe as a "proportional increase" in historical
memberships. Considering Oppenheimer's analysis included ASI's revenues from theatrical releases, revise to provide ASI's projected
revenue growth from such source. Quantify the "additional value" Oppenheimer estimated for ASI based upon ASI's bitcoin
holdings. As previously requested, disclose whether or not ASI has affirmed to SAC that its projections reflect the view of ASI's
management or board of directors (or similar governing body) about its future performance as of the most recent practicable date prior
to the date of the disclosure document required to be disseminated to security holders. Refer to Item 1609 of Regulation S-K.

 Response :

 In response to the Staff's comment, SAC and ASI have
revised the disclosure on pages 180-182, 185-186, 187 and 194 of the Revised Registration Statement.

 6. We note your revised disclosure pursuant to prior comment 6. Revise to discuss how representatives of SAC supported an
equity value for ASI of at least $1.5 billion, considering the Oppenheimer analysis seems to support a pre-money enterprise
value of $1.0 billion. Describe in further detail the financial analysis conducted to support this amount including the "comparable
public equity trading valuations and private investment valuations, including both companies in the entertainment industry as well as
companies operating under a recurring revenue model." Elaborate upon the publicly available information on private financings such
as Legendary Entertainment and A24 Films. Also, elaborate upon how SAC concluded that Netflix was the best comparable publicly-traded
company for ASI despite the fact that Netflix is significantly larger in terms of library of content, number of subscribers,
and revenues.

 Response :
In response to the Staff's comment, SAC and ASI have revised the disclosure on pages 180-181 of the Revised Registration Statement.

 U.S. Securities and Exchange Commission

 June 13,
2025

 Page 4

 U.S. Federal Income Tax Considerations, page 233

 7. We note your disclosure on page 238 that "the qualification of the Business Combination as a reorganization depends on
numerous facts and circumstances, some of which may not be known as of the Closing Date, and on certain actions and transactions that
may occur after the Closing." Your disclosure suggests that counsel's ability to render a tax opinion is dependent upon factual,
rather than legal, uncertainty. If so, such uncertainty should not prevent counsel from being able to provide a "should" or
 "more likely than not" opinion that assumes the relevant fact(s) and discloses the factual assumptions upon which the opinion
is based. Please revise to provide a tax opinion. Refer to Staff Legal Bulletin No. 19.

 Response :
In response to the Staff's comment, SAC and ASI have revised the disclosure on page 249 of the Revised Registration Statement
and have added Exhibit 8.1 to the Revised Registration Statement.

 Unaudited Pro Forma Condensed Combined Financial Information,
page 241

 8. Please provide us with a complete accounting analysis, citing authoritative literature used to reach your conclusions, of the transactions
noted in notes 3(ddd), 3(eee), 4(bbb) and 4(ccc).

 Response :
SAC and ASI respectfully advise the Staff as follows:

 Loan Recognition:

 In accordance with ASC 835-30-25-4,
when a note is issued solely for cash, its present value is presumed to equal the cash proceeds received. Per ASC 310-20-25-2, loan origination
fees are deferred and netted against the proceeds. Accordingly, the following borrowings were recorded as "Digital assets loan,
current" on the pro forma balance sheet in the Registration Statement filed with the SEC on April 22, 2025:

 · $1.0 million on January 3, 2025, net of a $5 thousand origination fee

 · $2.5 million on January 15, 2025, net of a $13 thousand origination fee

 · $10.0 million on February 28, 2025, net of a $100 thousand structuring fee

 The pro forma statement of operations
in the Registration Statement filed with the SEC on April 22, 2025 also included adjustments for interest expense and amortization
of discount (to interest expense) as a result of the loans referenced in adjustments 3(ddd) and 3(eee). These pro forma statement of operations
adjustments were made under the Article 11 assumption that the loans should be assumed to have been made on January 1, 2024
for purposes of making adjustments for the pro forma statement of operations.

 Digital assets pledged as collateral:

 In accordance with ASC 350-10-40-1,
the derecognition of nonfinancial assets, such as digital assets, should be evaluated under ASC 610-20. Per ASC 610-20-25-2 through 25-7,
derecognition is appropriate when the transferor (ASI) no longer controls the asset. A key factor is whether the transferee (the lender)
has the ability to direct the use of, and obtain substantially all of the remaining benefits from, the asset.

 U.S. Securities and Exchange Commission

 June 13,
2025

 Page 5

 In this case, ASI and the lender are
unrelated third parties, with no common control or consolidation required under ASC 810. The lender, acting as custodian, has the contractual
right to rehypothecate the digital assets, i.e., to use, lend, or otherwise deploy them in its own operations, without ASI's consent.
Management determined that this satisfied the control transfer criteria outlined in ASC 610-20-25-5.

 As a result, management concluded that the December 31,
2024 pro forma financial statements should include pro forma adjusting entries to:

 · Derecognize the digital assets from its balance sheet at their carrying amounts.

 o In accordance with Regulation S-X Article 11-02(a)(2)(ii), the effects of adopting a new accounting
principle, such as ASU 2023-08, should not be reflected in pro forma financial statements until the principle is adopted in the registrant's
historical financial statements. As ASI adopted ASU 2023-08 on January 1, 2025, the pro forma financials as of December 31,
2024 within the Registration Statement filed with the SEC on April 22, 2025, reflected the prior accounting policy under which digital
assets were carried at cost, less impairment, rather than at fair value.

 · Recognize a digital asset receivable at the fair value of the digital assets pledged as collateral, representing
the right to receive the digital assets (or their equivalent) back at the end of the lending arrangement.

 · Recognize a gain for the excess of the the fair value of the digital assets receivable over the carrying amount of the derecognized
digital assets.

 Pro forma adjustments 3(ddd), 3(eee), 4(bbb), and 4(ccc)
previously presented in the Registration Statement filed with the SEC on April 22, 2025 are no longer included as pro forma adjustments
in the Revised Registration Statement. This is because the pro forma balance sheet is now presented as of March 31, 2025 and the
transactions previously incorporated in adjustments 3(ddd), 3(eee), 4(bbb), and 4(ccc) in the Registration Statement filed with the SEC
on April 22, 2025 occurred in January 2025 and February 2025. As a result, these transactions are already reflected in
ASI's historical financial statements as of and for the three months ended March 31, 2025 (which incorporate the adoption of
ASU 2023-08) and thus no longer require separate pro forma adjustments (as the transactions are already fully reflected in the historical
financial statements as of and for the three months ended March 31, 2025).

 U.S. Securities and Exchange Commission

 June 13,
2025

 Page 6

 3. Adjustments to the Unaudited Pro Forma Condensed Combined
Balance Sheet as of December 31, 2024, page 255

 9. Please tell us if the expected issuance of shares noted in footnote (ccc) has occurred, and if not, how you determined it is probable.
Refer to Rule 11-01(a)(8) of Regulation S-X.

 Response :
SAC and ASI respectfully advise the Staff that the preferred share issuance referenced in footnote (ccc) was determined to be probable
for inclusion in the pro forma financial statements within the Registration Statement filed with the SEC on April 22, 2025 based
on the following:

 · ASI has previously completed similar offerings through its subsidiaries to raise capital specifically for print and advertising expenses associated with individual theatrical releases. In November 2024, Angel Studios 001, Inc., a consolidated subsidiary
of ASI, successfully closed a Regulation A offering on Form 1-A. The offering was fully subscribed, and Angel Studios 001, Inc.
issued 5,000,000 preferred shares at a price per share of $1.00, generating gross proceeds of $5,000,000.

 · In September 2024, ASI successfully closed a Regulation A offering on Form 1-A. The offering was fully subscribed, and ASI
issued 661,375 shares of its Class C Common Stock at a price per share of $30.24, generating gross proceeds of $20,000,000.

 Given the demonstrated success of these prior offerings by
ASI and its subsidiary, Angel Studios 001, Inc., ASI determined that the expected preferred share issuance by Angel Studios 010, Inc.
under Form 1-A reflected in footnote 3(ccc) was probable and that disclosure of pro forma financial information in the
Registration Statement filed with the SEC on April 22, 2025 would be material to investors in accordance with Rule 11-01(a)(8).

 The Angel Studios 010, Inc. Regulation A offering on
Form 1-A closed and was fully subscribed in April 2025. Angel Studios 010, Inc. raised the maximum offering amount, issuing
5,000,000 preferred shares at a price per share of $1.00, for gross proceeds of $5,000,000. This is reflected in footnote 3(ccc) in the
pro forma balance sheet on page 271 of the Revised Registration Statement.

 Subsequent to March 31, 2025 but prior to the Closing
Date, ASI expects to issue, through its subsidiary Angel Studios 022, Inc., 5,000,000 preferred shares at a price per share of $1.00
for gross proceeds of $5,000,000 through a Regulation A offering. See footnote 3(ddd) in the pro forma balance sheet on page 271
of the Revised Registration Statement. This offering was determined to be probable and disclosure of pro forma financial information
in the Revised Registration Statement would be material to investors under Rule 11-01(a)(8). The determination that the expected
issuance is probable is based on ASI's demonstrated history of fully subscribed Regulation A offerings of ASI a