TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo January 2, 2024 Jason Williams Chief Financial Officer Grom Social Enterprises, Inc. 2060 NW Boca Raton Blvd., Suite #6 Boca Raton, Florida 33431 Re: Grom Social Enterprises, Inc. Registration Statement on Form S-1 Filed December 27, 2023 File No. 333-276285 Dear Jason Williams: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Aliya Ishmukhamedova at 202-551-7519 with any questions. Sincerely, Division of Corporation Finance Office of Technology cc: Soyoung Lee, Esq.