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                            July 29, 2020

       Aubrey H. Hall, III
       President and Chief Executive Officer
       Pinnacle Bankshares Corporation
       622 Broad Street
       Altavista, VA 24517

                                                        Re: Pinnacle Bankshares
Corporation
                                                            Registration
Statement on Form S-4
                                                            Filed on July 2,
2020
                                                            File No. 333-239666

       Dear Mr. Hall:

              We have reviewed your registration 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 registration
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 registration statement and
the information you
       provide in response to these comments, we may have additional comments.

       Form S-4 filed July 2, 2020

       Cover Page

   1.                                                   We note that you have
indicated on the cover page and elsewhere in the document that
                                                        you qualify as an
"emerging growth company." Please provide us with your legal analysis
                                                        as to why you qualify
as an EGC. As part of that analysis, please address the impact that
                                                        selling shares under
Form S-8 (333-63361) and Form S-8 (333-115623), both of which
                                                        were effective prior to
December 8, 2011, have on that qualification. Please refer to
                                                        Question 2 of
"Jumpstart Our Business Startups Act Frequently Asked Questions"
                                                        available at
https://www.sec.gov/divisions/corpfin/guidance/cfjjobsactfaq-title-i-
                                                        general.htm for further
guidance.
 Aubrey H. Hall, III
FirstName  LastNameAubrey  H. Hall, III
Pinnacle Bankshares Corporation
Comapany
July       NamePinnacle Bankshares Corporation
     29, 2020
July 29,
Page  2 2020 Page 2
FirstName LastName
Cautionary Statement Regarding Forward-Looking Statements, page 30

2.       Please delete the references to the safe harbor protections for
forward-looking statements
         under the Private Securities Litigation Reform Act, as it does not
apply to statements
         made by companies that are not reporting companies under section 13(a)
or 15(d) of the
         Securities Exchange Act. See paragraph (a)(1) of Section 27A of the
Securities Act of
         1933.
Opinion of Virginia Bank's Financial Advisor, page 76

3.       Please revise this section to disclose the compensation Janney
received from Virginia
         Bank for its services. Please also provide the compensation
Performance Trust received
         from Pinnacle for its services. Refer to Item 4(b) of Form S-4.
Employment with Pinnacle Following the Merger, page 94

4.       Please revise this section to include the material terms of the new
employment agreement
         with Messrs. Merricks and Oakes.
Information about the Effects of and Responses to COVID-19
Pinnacle, page 116

5.       We note disclosure on page 116 that approximately 8.7% of Pinnacle's
loans have been
         granted deferrals in connection with their COVID -19 pandemic loan
deferral
         program. Please revise, either in Pinnacle's Management's Discussion
and Analysis
         section or in the notes to the financial statements, to provide an
enhanced discussion or
         tabular presentation of the composition of loans included in this
deferral program along
         with any disclosures of loan concentrations in any of the primary
segments of their loan
         portfolio. Please also consider providing additional information about
these loan deferrals
         as applicable, such as nature and duration of deferrals, how you
account for and present
         these loan deferrals, etc. to the extent possible.
Virginia Bank, page 116

6.       We note disclosure on page 117 that Virginia Bank has accommodated
requests for
         payment deferrals with respect to approximately $12.5 million of loans
and total deferrals
         approximate 9% of their loan portfolio. Please revise, either in
Virginia Bank's
         Management's Discussion and Analysis section or in the notes to the
financial statements,
         to provide an enhanced discussion or tabular presentation of the
composition of loans
         that have been granted deferrals in connection with the COVID -19
pandemic loan
         deferral program along with any disclosures of loan concentrations in
any of the primary
         segments of their loan portfolio. Please also consider providing
additional information
         about these loan deferrals as applicable, such as nature and duration
of deferrals, how you
         account for and present these loan deferrals, etc. to the extent
possible.
 Aubrey H. Hall, III
Pinnacle Bankshares Corporation
July 29, 2020
Page 3

        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.

       Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

       You may contact William Schroeder at (202) 551-3294 or Amit Pande (202)
551-3423 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Eric Envall at (202) 551-3234 or David Lin at (202) 551-3552 with any
other questions.



FirstName LastNameAubrey H. Hall, III                      Sincerely,
Comapany NamePinnacle Bankshares Corporation
                                                           Division of
Corporation Finance
July 29, 2020 Page 3                                       Office of Finance
FirstName LastName