SecProbe.io

Mail Stop 3720

November 28, 2016

Desheng Wang
Chief Executive Officer
Focus Universal, Inc.
829 Lawson Street
City of Industry, CA 91748

Re: Focus Universal, Inc.
  Registration Statement on Form S-1
Filed  November 4, 2016
  File No.  333-214455

Dear Mr. Wang :

We have limited our review of your registration statement to those issues we have
addressed in our 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 this letter by amending your registration statement and providing the
requested information .  If you do not believe our com ments apply 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 registration statement and the information you
provide in response to these  comments, w e may have  additional comments.

General

1. Please revise your prospectus cover page and disclosure throughout the prospectus to
indicate a fixed price at which the company will sell the 10 million shares in its best
efforts offering.  As you are not eligi ble to conduct an at -the-market offering under Rule
415(a)(4), you may not offer your shares “ at market prices prevailing at the time of sale,”
as you disclose on page s 2 and 37 .  Instead, you must offer the shares at a fixed price for
the duration of the  offering.

Desheng Wang
Focus Universal, Inc.
November 2 8, 2016
Page 2

 Item 4. Use of Proceeds, page 14

2. You indicate that the offering by the company will be conducted on a best -efforts  basis.
Please revise your disclosures throughout to also discuss how the amount and use of
proceeds will be affected if you only sell 25%, 50% and 75% of the shares being offered,
identifying the amount of proceeds to be used for each stated purpose.

Selling Stockholders, page 35

3. Please revise the selling stoc kholders table to disclose all the information required by
Item 507 of Regulation S -K.  In particular, please add the following information:
 the amount of securities owned by each selling stockholder prior to the offering, and
 the amount and (if one percen t or more) the percentage of securities to be owned by
each selling stockholder after completion of the offering.

Financial Statements

Change In Control, page F -7

4. We no te that you issued 27,994,706 shares of your common stock to the shareholders of
Perfecular, Inc. representing approximately 80% the outstanding shares of the company
and resulting in a change in control of the company’s ownership.   Addressing ASC 805 -
10-55-11 through 55 -15, tell us how you identified the accounting acquirer in the merger
transaction.

5. Tell us also, why you reflected the acquisition of Perfecular, Inc. in your consolidated
statements of changes in stockholders’ equity and cash flows as an  issuance of shares for
cash.

6. Tell us how you considered whether you should have accounted for the merger
transaction as a reorganization of entities under common control.   In this regard, please
identify the shareholders of Perfecular, Inc. and Focus Uni versal, Inc. and provide us
with analysis of their respective holdings  from December 31, 2014 through December
30/31, 2015.   Similarly please identify the persons and/or groups which in the aggregate
control over 50% of each of those companies during the s ame time periods.

Signature Page

7. Please have your principal accounting officer or controller sign your registration
statement or confirm that an individual pe rforming in such capacity has signed the filing.
In your next amendment, please identify the person serving in such capacity under the
person’s signature.  Refer to Instructions 1and 2 to Form S -1.

Desheng Wang
Focus Universal, Inc.
November 2 8, 2016
Page 3

 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.

Refer to Rules 460 and 461 regarding  requests for  acceleration .  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.

You may contact Joseph Kempf, Senior Staff Accountant , at (202) 551 -3352  or Carlos
Pacho, Seni or Assistant Chief Accountant,  at (202) 551 -3835  if you have questions regarding
comments on the financial statements and related matters.  Please contact Courtney Lindsay,
Staff Attorney , at (202) 551 -7237  or Kathleen Krebs , Special Counsel,  at (202) 551 -3350  with
any othe r questions.

Sincerely,

 /s/ Kathleen Krebs, for

Larry Spirgel
Assistant Director
AD Office 11 – Telecommunications

cc:  Gilbert J. Bradshaw, Esq.
Wilson & Oskam, LLP