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                              May 7, 2024

       Felipe MacLean
       Chief Executive Officer
       Clover Leaf Capital Corp.
       1450 Brickell Avenue, Suite 1420
       Miami, FL 33131

                                                        Re: Clover Leaf Capital
Corp.
                                                            Amendment No. 3 to
Registration Statement on Form S-4
                                                            Filed April 26,
2024
                                                            File No. 333-274851

       Dear Felipe MacLean:

            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 February 21,
2024 letter.

       Amendment No. 3 to Registration Statement on Form S-4 filed April 26,
2024

       Summary of the Proxy Statement/Prospectus, page 1

   1.                                                   We note your disclosure
that Clover Leaf's Common Stock, Units and Public Rights are
                                                        currently listed on
Nasdaq. In each place where you reference such listing, acknowledge
                                                        that your securities
may be subject to suspension and delisting pending the outcome of a
                                                        hearing before the
Panel, which you requested on March 8, 2024. Update your disclosure
                                                        to provide the status
of such request. Acknowledge that it is a condition to the Merger that
                                                        Clover Leaf common
stock shall not have been suspended from trading as a result of a
                                                        delisting from Nasdaq
and the likely consequences if the Common Stock is delisted before
                                                        the Merger is
consummated.
 Felipe MacLean
FirstName
Clover LeafLastNameFelipe
             Capital Corp. MacLean
Comapany
May  7, 2024NameClover Leaf Capital Corp.
May 7,
Page 2 2024 Page 2
FirstName LastName
Kustom Entertainment Management Forecasts, page 103

2.       We note your indication that financial forecasts were prepared by
Kustom Entertainment
         management and shared with the Clover Leaf Board and Newbridge, and
the projections
         were comprised of projected income statements for 2023 through 2032.
Revise to provide
         this information. In doing so, acknowledge any material differences in
the actual results as
         compared to projected results and discuss whether any such differences
were discussed or
         considered by the Board in recommending or continuing to recommend the
transaction.
3.       Considering Kustom's inability to raise capital in the public capital
markets in 2023, revise
         the final assumption on page 104 to acknowledge as much.
Executive Compensation, page 192

4.       We note that, in your discussion of Kustom Entertainment's executive
compensation for
         the fiscal year ended December 31, 2023, you refer to Digital Ally's
Annual Report on
         Form 10-K filed on March 31, 2023. Please revise or explain why this
is appropriate, as
         such annual report pertains to the fiscal year ended December 31,
2022.
Kustom Entertainment Financial Statements
Note 1. Nature of Business and Summary of Significant Accounting Policies
Nature of Operations, page F-32

5.       We note your added disclosure that you applied pushdown accounting in
the
         TicketSmarter Acquisition. This appears to contradict your responses
and revisions on
         December 8, 2023 and February 5, 2024 that indicate you did not apply
pushdown
         accounting. Please advise or otherwise revise your disclosure.
General

6.       Your reference to the Kustom Entertainment Registration Statement is
unclear to us,
         considering Kustom Entertainment is not currently a registrant. Tell
us why this reference
         is necessary or revise to remove it.
        Please contact Ta Tanisha Meadows at 202-551-3322 or Angela Lumley at
202-551-3398
if you have questions regarding comments on the financial statements and
related matters. Please
contact Brian Fetterolf at 202-551-6613 or Mara Ransom at 202-551-3264 with any
other
questions.



                                                               Sincerely,

                                                               Division of
Corporation Finance
                                                               Office of Trade
& Services
cc:      Jessica Yuan