A multi-port spatio-temporal noise-shaping ADC is proposed to process plane waves received by spatially-oversampled antenna arrays. In the proposed multi-port ADC, the desired plane waves are processed with a spatial low-pass frequency response whereas the noise and distortion are shaped with a spatial high-pass frequency response. By employing a first-order Butterworth filter, approximately circular passbands and stopbands are achieved for the signal and the noise transfer functions, respectively. The proposed noise-shaping system is designed in the TSMC 180 nm CMOS process, with ADCs and DACs modeled as noise sources. Circuit simulation results show that the proposed system can achieve a bandwidth of 50 MHz.