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CORRESP
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CORRESP

 Troutman Pepper Locke LLP

 111 South Wacker
Drive

 Suite 4100

 Chicago, IL 60606

 January 15, 2025

 United States
Securities and Exchange Commission

 Division of Investment Management

Office of Accounting

 100 F Street NE

Washington, D.C. 20549

 Attn: Ashley Vroman-Lee

Re:
 ABL Longevity Growth and Income Fund

 
 Amendment No. 9 to Registration Statement on Form N-2

 
 Filed November 22, 2024

 
 Securities Act File No. 333-274405

 
 Investment Company Act File No. 811-23900

 Dear Ashley Vroman-Lee:

On behalf of our client, ABL Longevity Growth and Income Fund f/k/a Abacus Equity Income Fund (the “Fund”), we are writing to submit
the Fund’s (a) responses to certain oral comments provided by the staff of the Division of Investment Management (the “Staff”) of the Securities and Exchange Commission (the “Commission”) on December 17, 2024, with
respect to the above-referenced Amendment No. 9 to the Registration Statement on Form N-2 and Statement of Additional Information (the “Registration Statement”) and (b) the responses
submitted in our letters to the Staff (the “Comment Response Letters”).

 Concurrently with the submission of this letter, the
Fund is publicly filing Amendment No. 10 to the Registration Statement (the “Revised Registration Statement”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed thereto in the Revised
Registration Statement. For the convenience of the Staff, we have reproduced the Staff’s comments in bold and have followed such comment with the Fund’s response.

I.
 SEC Valuation Comments Received December 17, 2024 to Comment Response Letter dated
October 16, 2024

1.
 Response No. 36 of your October 16, 2024 Response Letter states that the Manager will utilize a standard
life expectancy provider when valuing policies and that using multiple life expectancy providers would introduce additional variables to the valuation process. Please supplementally explain why the Fund and Manager believe that introducing
additional variables to the valuation process is detrimental when fair valuing the Fund’s holdings, but helpful when deciding whether the Fund should purchase the asset.

When determining the fair value of the Fund’s holdings, it is important to maintain methodology consistency across periods. In order to
do so, the Manager has determined to utilize the Lapetus Solutions life expectancy reports as the life expectancy report input in determining the value of its Mortality Contract holdings. As described on page 2 of the Revised Registration Statement,
the Manager believes that the Lapetus Solutions life expectancy reports generally provide the most accurate and helpful life expectancy estimations to be evaluated in connection with the Manager’s determination, in its role as Valuation
Designee, of the fair market value of the various Mortality Contracts held by the Fund.

 While it is of utmost importance that the fair
valuation methodology remains consistent for reporting purposes across periods, the Manager is able to consider additional factors in making a purchase or sale decision. For this reason, the Manager may consider additional factors, including other
life expectancy reports when making such determinations.

 Reviewing the reports of additional life expectancy providers to calculate NAV
could impact the consistency of valuation related to the entire NAV data set, since each life expectancy provider assigns different weightings to various variables and provide a different assessment. By using a consistent life expectancy provider
across the entire pool of Longevity Assets, the Manager is able to conduct an “apples to apples” comparison and determine a more consistent and fair value for each asset.

However, at the time of a transaction (purchase or sale), considering life expectancy data from multiple providers is helpful to negotiate a
favorable purchase or sale price. Further, additional life expectancy data may be provided by the seller of a Mortality Contract, and such information will be taken into account to negotiate the best price for an asset, even where it is not taken
into account for the Fund’s valuation process.

2.
 Response 40(i) and (ii) of your October 16, 2024 Response Letter states that the Fund does not
expect to rely on any external pricing services, and that the Valuation Designee uses Lapetus and ABL Technologies for “inputs” for its valuation methodology. Please supplementally explain further why the Fund does not consider Lapetus and
ABL Technologies to be “pricing services” within the meaning of rule 2a-5 of the 1940 Act. See Release No. IC-34128 [86 FR 748, 756 (Jan. 6, 2021)] (defining
“pricing service” for purposes of the rule).

 ABL Technologies is not a pricing service as defined in
Rule 2a-5. ABL Technologies maintains a searchable database that serves as a repository for historical transaction data for the Abacus Group. The Manager as Valuation Designee has access to ABL
Technologies’ database from which the Valuation Designee can (i) investigate historical transactions to understand pricing trends, and (ii) evaluate historical data against current market demands and against assets with similar
attributes. Importantly, ABL Technologies does not provide inputs for fair valuation – the Valuation Designee provides the fair value inputs based upon its overall evaluation of an asset.

Life expectancy providers such as Lapetus provide one input that the Valuation Manager assesses when determining an asset’s fair value and
therefore can be considered a pricing service. The Fund’s board has overall responsibility for fair value of the Fund’s assets. The Board has delegated primary responsibility for day-to-day fair value determinations to the Manager as Valuation Designee.

 Any life expectancy
estimate is an educated estimate based on factors that the life expectancy provider deems important; there is no service available that can precisely predict the exact life span of an individual, particularly if other than natural death could cause
a premature death. The Valuation Designee relies primarily on its experience and knowledge of the asset class to determine the fair value of the Fund’s level 3 assets.

The Valuation Designee assesses any material risks inherent in its pricing services’ inputs by (i) reviewing life expectancy reports
for consistency and accuracy against expected results, (ii) reviewing the bona fides of the life expectancy service experts who participate in the preparation of the life expectancy estimates and supporting reports, (iii) inquiring of the
report preparer the basis for any perceived anomalies, and (iv) to the extent that the foregoing (i)-(iii) are not satisfactory, engaging one or more additional life expectancy providers to verify or supplant the initial vendor’s life
expectancy estimates. Additionally, the Manager compares each life expectancy report against actual results upon liquidation. We note, however, for Level 3 assets, the Manager’s good faith assumptions regarding fair value after considering
observable and unobservable inputs shall take precedence.

 As part of its duties, the Valuation Designee will provide the Board with
(i) quarterly fair value reports that will include any specific reports or materials requested by the Board and a summary of material matters that occurred during the quarter, and (ii) annual reports that include assessment of the overall
adequacy and effectiveness of the Valuation Designee’s processes, including the Valuation Designee’s oversight of the life expectancy services that it engaged.

If a material event regarding a life expectancy provider or its services occurs, the Fund’s compliance manual requires the Manager to
provide written notification to the Board promptly and no later than within five (5) business days after the date that the Valuation Designee becomes aware of a material matter; the Manager has twenty (20) business days following the date
that it becomes aware of a matter involving the life expectancy provider to determine the materiality of the matter for purposes of Board reporting.

A “material event” under SEC Rule 2a-5 regarding pricing services refers to any significant
change or occurrence related to the pricing service provider that could materially impact the accuracy or reliability of the valuations they provide. Specifically, material events may include:

•

 Changes in the pricing service provider’s methodology or expert sources;

•

 Significant personnel changes;

•

 Regulatory actions against the pricing service provider;

•

 Major system disruptions impacting delivery of services; or

•

 Material conflicts of interest arising within the pricing service.

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 Following notice to the Board of a material event, the Board may require further review,
action or additional reporting regarding the pricing service.

 The Manager is required to maintain records for the foregoing activities in
accordance with 17 CFR § 270.31a-1 et. seq. Such records may include documentation supporting the Valuation Designee’s inputs, assumptions, and calculation methodology to determine fair value.
Generally, Rule 31a-1 requires registered investment companies to retain records for a period of six years from the end of the fiscal year in which a transaction occurred, with the first two years of those
records needing to be kept in an easily accessible place; this includes books, records, accounts, vouchers, correspondence, and other relevant documents related to their operations.

3.
 Response No. 30 of your October 16, 2024 Response Letter states that the Fund purchases life
expectancy reports from Lapetus. Please supplementally explain whether Lapetus sells those life expectancy reports broadly to the market, or if it limits those sales to Abacus entities. Similarly, please supplementally explain whether ABL
Technologies provides its valuation services broadly to the market or whether it only provides services to Abacus entities.

We confirm that Lapetus Solutions is engaged in the business of providing life expectancy reports and sells life expectancy reports broadly to
the market. The Abacus entities are merely one set of clients that engage Lapetus Solutions or life expectancy services.

 ABL Technologies,
while not a valuation service, does provide access to its data base to third parties. This includes both investment firms as well as other entities that engage in life expectancy modeling.

4.
 Please confirm that significant unobservable inputs will be disclosed in the financial statements in
accordance with ASC 820 by class of asset (e.g., sex of insured). The inputs should include the weighted average expected life expectancy of insurance, weighted average age of the insured and discount rates, as applicable.

We confirm that significant unobservable inputs will be disclosed in the financial statements in accordance with ASC 820 by class of asset.

II.
 SEC Tax Comments Received December 17, 2024

5.
 Please supplementally explain how the Fund intends to qualify to be treated as a RIC under Subchapter M of
the IRC, and if the Fund’s holdings/strategies present any unique risks with maintaining RIC status for purposes of subchapter M. In your response, please describe what controls and/or structures have been established to manage and mitigate
potential Sub-Chapter M qualification status compliance risks and, finally, discuss the level of tax expertise possessed by the persons responsible for conducting and overseeing
tax-related functions.

 The basic requirements for the Fund to maintain RIC
status include:

•

 Registration with the SEC under the 1940 Act

•

 Meeting an asset diversification test.

•

 Deriving at least 90% of its gross income from investment activities.

•

 Annually distribute at least 90% of taxable income to limited partners.

Asset Diversification Tests

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•

 The 50% diversification test. At the close of each quarter, at least 50 percent of the value of the
Fund’s assets must be represented by cash and cash items (including receivables), U.S. government securities, securities of other RICs, and securities of other issuers as to which the investment in the securities of any one issuer is limited to
an amount which does not exceed in value 5% of the value of the taxpayer’s total assets, and, in voting power, 10% of the outstanding voting securities of the issuer.

•

 The 25% diversification test. In addition to the 50-percent
diversification test, the Fund must comply with a separate and distinct 25-percent test. At the end of each quarter and subject to a de minimus exception, no more than 25% of the value of the Fund’s
assets may be invested in the securities of:

•

 A single issuer (excluding government securities or securities of other RICs);

•

 Two or more issuers controlled by the RIC and engaged in the same or related trades or businesses; or

•

 One or more qualified publicly traded partnerships as defined in section 851(h).

•

 No securities of a single issuer can exceed 25% of the RIC’s total assets.

90% Gross Income Test. The Fund expects to earn at least 90% of its gross income annually from dividends, interest and gains from
the sale or other disposition of securities or assets derived with respect to its business of investing in such securities or assets.

90% Distribution Test. If the Fund that satisfies the requirements above, it will qualify to be treated as a RIC. However, to
qualify for pass-through tax treatment under Subchapter M, the Fund must also distribute to its LPs at least 90% of its “investment company taxable income” and net interest income excludable from gross income under section 103(a).
Investment company taxable income” is generally defined as: (1) net investment income, (2) the excess of net short-term capital gain over net long-term capital loss (“short-term capital gain”), and (3) net gains and
losses from certain foreign currency transactions — without regard to the dividends-paid deduction.

III.
 SEC Accounting Comments Received December 17, 2024 to Comment Response Letter dated
October 16, 2024

6.
 Regarding Response No. 4 (iii) in your October 16, 2024 Response Letter, please clarify if these
contracts currently can be offered or resold for public sale without first being registered under the Securities Act of 1933. Cite applicable legal guidance in the response. If such contracts cannot be sold to the public, please confirm the Fund
will comply with Regulation S-X 12-12 footnote 8.

The Mortality Contracts in which the Fund invests will not be available for resale to the public nor registered for resale under the federal
securities laws. However, there is an active secondary market for private sales of Mortality Contracts. We note that the Fund expects that resales in the secondary market will be limited to sophisticated industry participants. The Fund confirms that
it will comply with Regulation S-X 12-12 footnote 8 with respect to disclosure related to the Mortality Contracts. This will include the disclosure of: “(a) As to
each such issue: (1) Acquisition date, (2) carrying value per unit of investment at date of related balance sheet, e.g., a percentage of current market value of unrestricted securities of the same issuer, etc., and (3) the cost of
such securities; (b) as to each issue acquired during the year preceding the date of the related balance sheet, the carrying value per unit of investment of unrestricted securities of the same issuer at: (1) The day the purchase price was
agreed to; and (2) the day on which an enforceable right to acquire such securities was obtained; and (c) the aggregate value of all restricted securities and the percentage which the aggregate value bears to net assets.”

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7.
 Regarding Response No. 4(iv), please represent that the Fund will provide quantitative information about the
significant unobservable inputs used in the fair value measu