December 23, 2019

Shannon Masjedi
Chief Executive Officer
Pacific Ventures Group, Inc.
117 West 9th Street, Suite 316
Los Angeles, CA 90015

       Re: Pacific Ventures Group, Inc.
           Form 10-K for the Year Ended December 31, 2018
           Form 8-K Filed August 21, 2019
           File No. 000-54584

Dear Ms. Masjedi:

       We have limited our review of your filing to the financial statements
and related
disclosures and have the following comments. In some of our comments, we may
ask you to
provide us with information so we may better understand your disclosure.

       Please respond to these comments within ten business days by providing
the requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comments apply to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to these comments, we may have additional
comments.

Form 10-K for the Year Ended December 31, 2018

Part 1
Item 1. Business, page 1

1.    Your SDFO acquisition in May 2018 appears material to your company.
Please disclose
      the significant terms of the acquisition including the purchase price,
the assets and
      liabilities acquired and your accounting for the acquisition. Refer to
ASC 805-10-50.
Audit Report, page F-1

2.    We note that you have included management s report on internal control
over financial
      reporting on pages 19 and 20. Given that your auditor was not engaged to
perform an
      audit of management s assessment of the effectiveness of internal control
over financial
      reporting, please make arrangements with your auditor to have them revise
their audit
      report to include the language set forth in AU 3105.59 and 3105.60. The
revised audit
      report should be included in an amendment to the Form 10-K. We remind you
that your
 Shannon Masjedi
Pacific Ventures Group, Inc.
December 23, 2019
Page 2
         amended filing should include updated certifications that are
currently dated and make
         reference to the Form 10-K/A.
2. Summary of Significant Accounting Policies
Revenue Recognition, page F-7

3.       You disclose that sales revenues are generally recognized in
accordance with the SAB 104
         Public Company guidance. Please tell us why you have not adopted ASC
606 which
         became effective for all public companies for annual reporting periods
(including interim
         periods therein) beginning after December 15, 2017.
Exhibits 31.1 and 31.2, page 1

4.       The officer certifications do not include the introductory language in
paragraph 4 referring
         to your internal control over financial reporting. Please file an
amendment to your Form
         10-K to include the correct certifications, full Item 9A disclosure
and your audited
         financial statements. Refer to Item 601 (b)(31) of Regulation S-K. The
same comment
         applies to your Forms 10-Q filed during 2019.
Form 8-K Filed August 21, 2019

Exhibit 99.1

5.       We note from your Form 8-K filed on August 21, 2019 that you signed an
Asset Purchase
         agreement to acquire a distribution company which has current annual
revenues in excess
         of $30 million. In light of this probable and material acquisition,
please revise this filing to
         address the following:
           Disclose the material terms of the acquisition and the expected
completion date;
           Include audited financial statements of this distribution company as
well as pro forma
             financial statements reflecting the planned transaction as
required by Rules 8-04 and
             8-05 of Regulation S-X; and
           File the definitive Asset Purchase agreement as an exhibit to your
filing.


       In closing, 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. You may contact SiSi Cheng at 202-551-5004 or
John Cash at
202-551-3768 with any questions.



FirstName LastNameShannon Masjedi                                Sincerely,
Comapany NamePacific Ventures Group, Inc.
                                                                 Division of
Corporation Finance
December 23, 2019 Page 2                                         Office of
Manufacturing
FirstName LastName