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 June 3, 2025

Jacob DiMartino
Chief Executive Officer
New Generation Consumer Group, Inc.
7950 E. Redfield Rd, Unit 210
Scottsdale, AZ 85260

 Re: New Generation Consumer Group, Inc.
 Amendment No. 1 to Offering Statement on Form 1-A
 Filed May 19, 2025
 File No. 024-12580
Dear Jacob DiMartino:

 We have reviewed your amended offering statement and have the following
comments.

 Please respond to this letter by amending your offering 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 offering statement and the
information you
provide in response to this letter, we may have additional comments.

Amendment No. 1 to Offering Statement on Form 1-A
General

1. Regulation A requires that you use the upper end of your price range to
disclose the
 aggregate offering amount of this offering. Refer to Rule 253(b)(2) of
Regulation A
 (but note that the midpoint is used in Part I, Item 4 of Form 1-A).
Please revise
 throughout your offering statement to ensure that you are consistent
with your
 disclosure of the maximum offering amount. In particular, please revise
the tabular
 disclosure on the cover page to clearly disclose the maximum primary and
resale
 offering amounts as opposed to using a range. When fixing the maximum
volume,
 please use the upper end of your price range in each instance.
Additionally, please
 revise the table to include a separate additional line that discloses
the total aggregate
 offering amount, which should include both the primary and resale
maximum
 amounts.
 June 3, 2025
Page 2

2. We note that the amount of resale shares being offered is up to
1,750,000,000 shares
 of common stock. Please explain how you are calculating the maximum
volume of
 securities that are convertible and whether you are accounting for the
interest on the
 Subject Convertible Notes. Please provide an illustration as to how
these amounts
 were calculated, including a description of the conversion formula.
3. Clarify whether and how the company and Mr. Jacob DiMartino will
determine, and
 investors will know, if shares are being acquired from the company or
the Selling
 Shareholders and whether the company will be offering shares on behalf
of the selling
 shareholders.
4. Your disclosure indicates the minimum purchase requirement solely
applies to the
 Company Offered Shares. Please provide your analysis as to whether such
condition
 impermissibly delays the offering of the Company Offered Shares, or
revise to clarify
 that the minimum purchase requirements applies to all shares in the
offering. Refer to
 Rule 251(d)(3)(i)(F) of Regulation A.
 Please contact Edwin Kim at 202-551-3297 or Matthew Derby at
202-551-3334 with
any other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of
Technology
cc: Eric Newlan, Esq.
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