United States securities and exchange commission logo





                               July 13, 2023

       Paul Ogorek
       Chief Executive Officer
       PGD Eco Solutions, Inc.
       7306 Skyview Ave.
       New Port Richey, Florida 34653

                                                        Re: PGD Eco Solutions,
Inc.
                                                            Offering Statement
on Form 1-A
                                                            Post-qualification
Amendment No. 3
                                                            Filed July 10, 2023
                                                            File No. 024-11852

       Dear Paul Ogorek:

             We have reviewed your amended offering statement and have the
following
       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 offering statement
and providing the
       requested information. If you do not believe our comments 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 offering statement and the
information you
       provide in response to these comments, we may have additional comments.
Unless we note
       otherwise, our references to prior comments are to comments in our
[month, day, year] letter.

       Post-qualification Amendment No. 3 to Form 1-A

       Item 6. Unregistered Securities Issued or Sold Within One Year, page 1

   1.                                                   We note your response
to prior comment 4. Please ensure consistency in the number of
                                                        shares disclosed to be
outstanding, clarifying as appropriate the number of shares sold to
                                                        date in the offering.
In this regard, we note that Part I, Item 1, the cover page, and page 3
                                                        disclose 101,605,000
common shares outstanding while pages 3, 18, and 23 indicate
                                                        101,010,000 common
shares outstanding before or as of the offering. We also note that in
                                                        Part I, Item 4, you
state that there are 100,000,000 common shares outstanding.
 Paul Ogorek
FirstName  LastNamePaul
PGD Eco Solutions, Inc. Ogorek
Comapany
July       NamePGD Eco Solutions, Inc.
     13, 2023
July 13,
Page  2 2023 Page 2
FirstName LastName
General

2.       We note your response to prior comment 2. Please revise Part I, Item 4
of your offering
         circular to reflect that you are offering 50,000,000 common shares,
consistent with your
         disclosure elsewhere.
3.       Please update your disclosure in Part I, Item 4 to include the portion
of the aggregate
         offering price attributable to all the securities that you have sold
pursuant to a qualified
         offering statement within the past 12 months before the qualification
of this 1-A POS.
4.       We note your response to prior comment 3. Please update your
disclosure in the second
         sentence of the dilution section to reflect the year ended December
31, 2022. Revise
         information contained in other sections, including the related party
transactions section, as
         of the most reasonably practicable date.
       Please contact Gregory Herbers at 202-551-8028 or Erin Purnell at
202-551-3454 with
any questions.



                                                                 Sincerely,

                                                                 Division of
Corporation Finance
                                                                 Office of
Manufacturing
cc:      John J. Brannelly