Law Offices of Thomas E. Puzzo, PLLC 3823 44th Ave. NE Seattle, Washington 98105 Telephone: (206) 522-2256 / Facsimile: (206) 260-0111 Writer's e-mail: tpuzzo@msn.com Writer's cell: (206) 412-6868 January 8, 2013 VIA EDGAR Tom Kluck Legal Branch Chief U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Lion Consulting Group, Inc. Amendment No. 6 to Registration Statement on Form S-1 Filed November 29, 2012 File No. 333-181624 Dear Mr. Kluck: Pursuant to the staff's comment letter dated January 7, 2013, we respectfully submit this letter on behalf of our client, Lion Consulting Group, Inc., a Delaware corporation (the "Company"). Amendment No. 6 to the Company's Form S-1 was filed with the Securities and Exchange Commission (the "Commission") via EDGAR on January 8, 2013. The staff's comments are reproduced in bold italics in this letter, and the Company's responses to the staff's comments follow each staff comment. References to page numbers are made to the redlined Amendment No. 5 to the Form S-1. EXHIBIT 23.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 1. PLEASE UPDATE THE AUDITORS' CONSENT PRIOR TO THE EFFECTIVENESS OF YOUR REGISTRATION STATEMENT. Company response: The Company's independent public accounting firm has updated its consent, attached as Exhibit 23.2. The Company's legal counsel has also updated its legal opinion, attached as Exhibit 23.1. Please contact the undersigned with any questions or comments. Very truly yours, /s/ Thomas E. Puzzo ------------------------------- Thomas E. Puzzo