SecProbe.io

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							March 31, 2005

via facsimile and U.S. mail

Mr. Raoul Tsakok
Chairman and Chief Executive Officer
Sterling Group Ventures, Inc.
900 - 789 West Pender Street
Vancouver, BC
Canada	V6C 1H2

	Re:	Sterling Group Ventures, Inc.
		Form 10-KSB, filed September 10, 2004
		File No. 333-97187

Dear Mr. Tsakok:

      We have reviewed the above filing and have the following
engineering comments.  Please comply with these comments in future
filings.  If you disagree, we will consider your explanation as to
why our comment is inapplicable or a revision is unnecessary.
Please
be as detailed as necessary in your explanation.  In some of our
comments, we may ask you to provide us with supplemental
information
so we may better understand your disclosure.  After reviewing this
information, we may or may not raise additional comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements 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 on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

10-KSB for the fiscal year ended May 31, 2004

Engineering Comments

Our Current Business, Page 4

1. In future filings disclose the company is an exploration stage
company and that there is no assurance a commercially viable
mineral
deposit exists on any of the properties.  Also indicate further
exploration will be required before a final evaluation as to the
economic and legal feasibility is determined.  See Industry Guide
7(a) (4).

2. Discuss the phased nature of the exploration process in future
filings.  Describe the progress of the current exploration program
within this exploration process.  Disclose that the company will
make
a decision whether to proceed with each successive phase of the
exploration program upon completion of the previous phase and upon
analysis of the results of that program.

3. The fifth paragraph on page 5 describes an estimate of 200,000
tons of LiO2 with a grade of 1%.  In future filings designate
whether
this is a proven or probable reserve as described by Industry
Guide
7.  Please note that mineral "reserves" for a mineral property
cannot
be designated unless:

* Competent professional engineers conduct a detailed engineering
and
economic feasibility study, and the study demonstrates that a
mineral
deposit can be mined at a commercial rate and a profit made.

* The company has demonstrated that the mineral property will
receive
its governmental permits, and the primary environmental document
has
been filed with the appropriate governmental authorities.

Revise the future disclosures accordingly.  In addition, revise
future disclosures to ensure that the company does not prematurely
indicate that it plans on mining a property before a proper
feasibility study and economic viability determination has been
conducted.

4. In future filings, insert a small-scale map showing the
location
and access to the property.  Note that SEC`s EDGAR program now
accepts digital maps, so please include these in any future
amendments that are uploaded to EDGAR.  It is relatively easy to
include automatic links at the appropriate locations within the
document to GIF or JPEG files, which will allow the figures and/or
diagrams to appear in the right location when the document is
viewed
on the Internet.  For more information, please consult the EDGAR
manual, and if you need addition assistance, please call Filer
Support at 202-942-8900.  Otherwise, provide the map to the staff
for
our review.

Other Risks and Uncertainties, page 11

5. In future filings substantiate significant technical training
and/or experience in minerals exploration or mining by members of
management.  If this is not possible include a risk factor, early
in
the risk factor section, that management lacks technical training
and
experience exploring for, commissioning, and/or operating a mine.
With no direct training or experience in these areas, management
may
not be fully aware of many of the specific requirements related to
working within this industry.  The decisions and choices may not
take
into account standard engineering or managerial approaches mineral
exploration companies commonly use.  Consequently, operations,
earnings, and ultimate financial success could suffer irreparable
harm due to management`s lack of experience in this industry.

6. Add a risk factor in future filings that addresses the fact
that
the property has not been examined in the field by a professional
geologist or mining engineer and detail the risks to investors.

Closing Comments

      As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  You may wish to provide us with marked copies of
amendments to expedite our review.  Please furnish a cover letter
with your amendment that keys your responses to our comments and
provides any requested supplemental information.  Detailed cover
letters greatly facilitate our review.  Please understand that we
may
have additional comments after reviewing your amendment and
responses
to our comments.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to the company`s disclosure, they
are responsible for the accuracy and adequacy of the disclosures
they
have made.  In connection with responding to our comments, please
provide, in writing, a statement from the company acknowledging
that:

the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

staff comments or changes to disclosure in response to staff
comments
do not foreclose the Commission from taking any action with
respect
to the filing; and

	the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      You may contact George (Ken) Schuler, mining engineer, at
(202)
824-5527 or, in his absence, Roger Baer, mining engineer, at (202)
942-2965, if you have questions regarding engineering comments.
Please contact me at (202) 942-1870 with any other questions.
Direct
all correspondence to the following ZIP code:  20549-0405.

							Sincerely,

							H. Roger Schwall
							Assistant Director

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Sterling Group Ventures, Inc.
March 31, 2005
Page 1

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0405

         DIVISION OF
CORPORATION FINANCE

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