United States securities and exchange commission logo January 4, 2024 Rich Berliner Chief Executive Officer Digital Locations, Inc. 1117 State Street Santa Barbara, CA 93101 Re: Digital Locations, Inc. Amendment No. 2 to Registration Statement on Form S-1 Filed December 14, 2023 File No. 333-274849 Dear Rich Berliner: We have reviewed your amended registration statement and have the following comment(s). Please respond to this letter by amending your registration 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 registration statement and the information you provide in response to this letter, we may have additional comments. Amendment No. 2 to Registration Statement on Form S-1 filed December 14, 2023 Executive Compensation, page 33 1. Please update your executive compensation disclosure for your fiscal year ended December 31, 2023. Refer to Item 402 of Regulation S-K and Question 117.05, Compliance & Disclosure Interpretations of Regulation S-K. Rich Berliner FirstName LastNameRich Berliner Digital Locations, Inc. Comapany January NameDigital Locations, Inc. 4, 2024 January Page 2 4, 2024 Page 2 FirstName LastName Please contact Liz Packebusch, Staff Attorney, at 202-551-8749 or Laura Nicholson, Special Counsel, at 202-551-3584 with any questions. Sincerely, Division of Corporation Finance Office of Energy & Transportation cc: Callie Tempest Jones