SecProbe.io

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0404

       DIVISION OF
CORPORATION FINANCE
       June 12, 2007

Mail Stop 7010

Neil Koehler
Chief Executive Officer
Pacific Ethanol, Inc.
400 Capitol Mall, Suite 2060
Sacramento, California 95814

Re: Pacific Ethanol, Inc.
 Registration Statement on Form S-3
File No.:  333-143617

Dear Mr. Koehler:

 We have limited our review of your filing to  those issues we have addressed in our
comments. Where indicated, we think you should revise your document in response to these
comments. If you disagree, we will consider your explanation as to why our comment is
inapplicable or a revision is unn ecessary. Please be as detailed as  necessary in your explanation.

 Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure requir ements and to enhance the overall disclosure in
your filing. We look forward to working with you in these respects. We welcome any questions
you may have about our comments or any other aspect  of our review. Feel fr ee to call us at the
telephone numbers listed at the end of th is letter.

 We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that  they have provided all inform ation investors require for an
informed decision.  Since the company and its management are in possession of all facts relating
to a company’s disclosure, they are responsible fo r the accuracy and adequacy of the disclosures
they have made.

General
1. It appears that you may not be eligible to incorporate inform ation by reference and to use
Form S-3, since the Form 8-K dated Octobe r 2, 2006 was filed late. See Item 3 (b) to
Form S-3. Please advise.

Neil Koehler
Pacific Ethanol, Inc.
June 12, 2007 Page 3

2. We note that you submitted an application for co nfidential treatment of an exhibit to your
Form 10-Q.  We intend to process concurre ntly the application and the registration
statement.  Before requesting acceleration of the registration statement’s effectiveness,
you must resolve any issues concerning the application.

 In the event the company request accelerat ion of the effective date of the pending
registration, it should furnish a lett er, at the time of such that

• should the Commission or the staff, acting purs uant to delegated authority, declare the
filing effective, it does not foreclose the Co mmission from taking any action with respect
to the filing;

• the action of the Commission or the staff, acting pursuant to delegated authority, in
declaring the filing effective, does not relieve the company from its full responsibility for
the adequacy and accuracy of the disclosure in the filing; and

• the company may not assert this action as defense in any proceeding initiated by the Commission or any person under the federal se curities laws of the United States.

 In addition, please be a dvised that the Division of Enforcement has access to all
information you provide to the staff of the Divi sion of Corporation Fina nce in connection with
our review of your filing or in response to our comments  on your filing.

 We will consider a written request for acceleration of the effective date of the registration statement as a confirmation of  the fact that those requesting accelerat ion are aware of their
respective responsibilitie s under the Securities Act of 1933 and the Securities Exchange Act of
1934 as they relate to the proposed public offeri ng of  the securities specified in the above
registration statement.  We will act on the request and, pursuant to delegated authority, grant  acceleration of the effective date.

 If you have any questions, please call Errol Sanderson at (202) 551-3746.

       S i n c e r e l y ,

       J e n n i f e r  H a r d y
       B r a n c h  C h i e f  L e g a l

Neil Koehler
Pacific Ethanol, Inc.
June 12, 2007 Page 3