August 7, 2024

Lawrence Firestone
Chief Executive Officer
22nd Century Group, Inc.
321 Farmington Road
Mocksville, NC 27028

        Re: 22nd Century Group, Inc.
            Offering Statement on Form 1-A
            Filed August 2, 2024
            File No. 024-12477
Dear Lawrence Firestone:

       This is to advise you that we do not intend to review your offering 
statement.

        We will consider qualifying your offering statement at your request. If 
a participant in
your offering is required to clear its compensation arrangements with FINRA, 
please have
FINRA advise us that it has no objections to the compensation arrangements 
prior to
qualification.

        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. We also remind you that, following qualification of your Form 
1-A, Rule 257 of
Regulation A requires you to file periodic and current reports, including a 
Form 1-K which will
be due within 120 calendar days after the end of the fiscal year covered by the 
report.

       Please contact Patrick Fullem at 202-551-8337 with any questions.



                                                             Sincerely,

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