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 March 26, 2025

Edward Wang
Chief Executive Officer
Lake Superior Acquisition Corp
521 Fifth Avenue 17th Floor
New York, NY 10175

 Re: Lake Superior Acquisition Corp
 Amendment No. 2 to Draft Registration Statement on Form S-1
 Submitted March 17, 2025
 CIK No. 0002043508
Dear Edward Wang:

 We have reviewed your amended draft registration statement and have the
following
comments.

 Please respond to this letter by providing the requested information and
either
submitting an amended draft registration statement or publicly filing your
registration
statement on EDGAR. 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 the information you provide in response to this letter
and your
amended draft registration statement or filed registration statement, we may
have additional
comments. Unless we note otherwise, any references to prior comments are to
comments in
our December 27, 2024 letter.

Amendment No. 2 to Draft Registration Statement on Form S-1
Cover Page

1. We note your response to prior comment 1. Please further revise your
prospectus
 cover to provide a statement as to all sources of compensation received
or to be
 received by the sponsor and other parties identified in Item 1602(a)(3)
of Regulation
 S-K. Without limitation, your disclosure should include the (i)
promissory note,
 administrative services agreement, and amounts payable to the sponsor
discussed on
 page F-14 and (ii) additional private placement units to be issued and
purchased if the
 overallotment option is exercised. Quantify securities that have or will
be issued and
 amounts that are or will be payable. Provide a cross-reference,
highlighted by
 March 26, 2025
Page 2

 prominent type or in another manner, to the locations of related
disclosures in the
 prospectus. See Item 1602(a)(3) of Regulation S-K.
Summary, page 1

2. We note your response to prior comment 2. Please further revise the
compensation
 table on page 3 to include all sources of compensation, consistent with
revisions to the
 compensation statement on the prospectus cover. Refer to Item 1602(b)(6)
of
 Regulation S-K.
Management, page 125

3. Please revise to identify your director nominees. In this regard, we
note three consents
 are listed as Exhibits 99.2-99.4.
Principal Shareholders, page 133

4. We note revised disclosure that the beneficial ownership table "does not
reflect record
 or beneficial ownership of the private placement units as such private
placement units
 are not exercisable within 60 days." Please revise to clarify whether
the table reflects
 the (i) shares included within the private placement units and (ii)
shares underlying
 the rights included within the private placement units.
Certain Relationships and Related Party Transactions, page 136

5. Please revise this section to provide disclosure regarding the amounts
payable,
 promissory note, and administrative services agreement with the sponsor
discussed on
 page F-14, in addition to any other related party transactions. Refer to
Item 404 of
 Regulation S-K. File any related documents that constitute material
contracts under
 Item 601(b)(10) as exhibits to your registration statement.
Description of Securities
Private Placement Units, page 144

6. Please revise disclosure relating to lock-up agreements and registration
rights to
 clarify how these relate to each security comprising the private
placement units
 (i.e., Class A shares, rights, and Class A shares underlying rights).
Revise as
 appropriate disclosure that implies public units are redeemable (e.g.,
"The private
 placement units are identical to the public units sold in this offering
except that: (i)
 they will not be redeemable by us") and that refers to the "exercise" of
private
 placement units. We note disclosure on page F-13 that one private right
will convert
 into one share; reconcile with disclosure elsewhere that six rights
convert into one
 share.
 March 26, 2025
Page 3
Rights, page 144

7. Please revise to more fully discuss the rights included in your units,
including whether
 holders thereof will be entitled to any voting, redemption, and/or
dividend rights.
 Include risk factor disclosure regarding the material risks related to
rights ownership
 as appropriate.
Income Tax Considerations, page 158

8. We note you have deleted disclosure regarding the tax consequences of an
acquisition
 of Class A shares pursuant to rights and the expiration or
extinguishment of a right.
 Please include disclosure regarding material tax consequences related to
your rights,
 or tell us why you believe such disclosure is not required.
General

9. We note disclosure on page 15 and elsewhere regarding the surrender and
cancellation
 of 1,916,667 Class A ordinary shares, resulting in 3,833,333 Class A
ordinary shares
 remaining outstanding. Please revise to reconcile the apparent
inconsistency with
 references elsewhere to the founder shares as Class B, rather than Class
A.
 Additionally revise as appropriate footnotes on page 133 that refer to
the sponsor as
 the holder of 5,000,000 founder shares.
10. We note disclosure on page 133 and elsewhere that the sponsor will
transfer 185,000
 founder shares to five individuals. If any of these transfers
constitutes compensation
 received or to be received by the sponsor, its affiliates, and
promoters, please revise
 the compensation statement on your prospectus cover and compensation
table in your
 summary to include the disclosures respectively required by Items
1602(a)(3) and
 (b)(6) of Regulation S-K.
11. We note your response to prior comment 6. However, we continue to note
references
 to both private placement units and Class A shares issued upon
conversion of working
 capital loans (e.g., pages 60 and 63); please reconcile.

 Please contact Heather Clark at 202-551-3624 or Hugh West at
202-551-3872 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Erin Donahue at 202-551-6063 or Jennifer Angelini at 202-551-3047 with
any other
questions.

 Sincerely,

 Division of
Corporation Finance
 Office of
Manufacturing
cc: Giovanni Caruso
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