SEC Company Response from Digital Brands Group, Inc. (DBGI) (CIK 0001668010) (DBGI) — Jun 20, 2016

Digital Brands Group, Inc. (DBGI) (CIK 0001668010)
Date: June 20, 2016 · CIK: 0001668010 · Accession: 0001144204-16-109025

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File numbers found in text: 024-10535

Date

March 23, 2016

Author

/s/ Mark Lynn

Form

CORRESP

Company

Digital Brands Group, Inc. (DBGI) (CIK 0001668010)

Letter

Office of Beverages, Apparel, and Mining Division of Corporate Finance United States Securities and Exchange Commission Offering Statement on Form 1-A Filed March 23, 2016 File No. 024-10535 June 20, 2016

Re: Denim.LA, Inc.

Dear Mr. Reynolds:

On behalf of Denim.LA, Inc. (the “Company”), I hereby request qualification of the above-referenced offering statement at 5:00 p.m., Eastern Time, on June 22, 2016, or as soon thereafter as is practicable.

In making this request, the Company acknowledges that:

· Should the Commission or the staff, acting pursuant to delegated authority, qualify the filing, it does not foreclose the Commission from taking any action with respect to the filing;

· The action of the Commission or the staff, acting pursuant to delegated authority, in qualifying the filing, does not relieve the Company from its full responsibility from the adequacy and accuracy of the disclosure in the filing; and

· The Company may not assert staff comments and/or qualification as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Sincerely,
/s/ Mark Lynn

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CORRESP
1
filename1.htm

Mr. John Reynolds

Assistant Director

Office of Beverages, Apparel, and Mining

Division of Corporate Finance

United States Securities and Exchange Commission

Washington, D.C. 20549

 Re: Denim.LA, Inc.

Offering Statement on Form 1-A

Filed March 23, 2016

File No. 024-10535

June 20, 2016

Dear Mr. Reynolds:

On behalf of Denim.LA, Inc. (the “Company”), I hereby
request qualification of the above-referenced offering statement at 5:00 p.m., Eastern Time, on June 22, 2016, or as soon thereafter
as is practicable.

In making this request, the Company acknowledges that:

    ·
    Should the Commission or the staff, acting pursuant to delegated authority, qualify the filing, it does not foreclose the Commission from taking any action with respect to the filing;

    ·
    The action of the Commission or the staff, acting pursuant to delegated authority, in qualifying the filing, does not relieve the Company from its full responsibility from the adequacy and accuracy of the disclosure in the filing; and

    ·
    The Company may not assert staff comments and/or qualification as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Sincerely,

/s/ Mark Lynn

Mark Lynn

Chief Executive Officer

Denim.LA, Inc

SecProbe.io