September 25, 2019

Jason Chang
Chief Executive Officer
Sunstock, Inc.
111 Vista Creek Circle
Sacramento, California 95835

       Re: Sunstock, Inc.
           Form 10-K for Fiscal Year Ended December 30, 2018
           Forms 10-Q for Fiscal Quarter Ended June 30, 2019
           Filed June 16, 2019 and September 16, 2019
           File No. 000-54830

Dear Mr. Chang:

       We have limited our review of your filing to the financial statements
and related
disclosures 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 these comments within ten business days by providing
the requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comments apply to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to these comments, we may have additional
comments.

Form 10-K filed June 16, 2019

Signitures, page 20

1.    Your 10-K should be signed by at least the majority of your board of
directors or persons
      performing similar functions. Refer to General Instruction to Form 10-K
D2(a).
Inventories, page F-7

2.    We note your disclosure that you anticipate holding precious metals as a
long-term
      investment. We also note that you plan to hold these precious metals
until they exceed
      certain price targets which suggests that such amounts will not be
realized in cash within
      one year from the balance sheet date. Please advise how precious metals
held until they
      exceed certain price targets meet the GAAP definition of inventories,
which are typically
      product held for immediate sale. In short, please tell us why you have
classified your
      precious metals as inventory on your balance sheets and your basis in
GAAP that supports
 Jason Chang
Sunstock, Inc.
September 25, 2019
Page 2
         your accounting for changes in the fair value of the precious metals
in the statements of
         operations. We may have further comment.
Form 10-Q filed September 16, 2019

Note 3 Recent Accounting Pronouncements, page 12

3.       We note your disclosure that you adopted ASU No. 2017-11 on January 1,
2019 and the
         ASU did not have a material effect on your financial statements. You
also state in your
         most recent Form 10-Q that "from time to time, the Company has issued
notes with
         embedded conversion feature". You indicate that such features contain
price protection or
         anti-dilution features that result in these instruments being treated
as derivatives for
         accounting purposes. Please explain the "price protection or
anti-dilution" features
         contained in these instruments. Please tell us your consideration of
whether the new
         guidance in ASC 815-10-15-75A impacts the accounting for your embedded
conversion
         features in the notes. Please specially address why such guidance
would not qualify such
         variable conversion features for a scope exception from derivative
accounting. Please be
         detailed in your response addressing the reasons your embedded
conversion features
         represent derivatives under existing accounting literature.
       In closing, 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.

       You may contact Tony Watson (Staff Accountant) at (202) 551-3318 or Jim
Allegretto (SACA) at (202) 551-3849 with any questions.



FirstName LastNameJason Chang                                  Sincerely,
Comapany NameSunstock, Inc.
                                                               Division of
Corporation Finance
September 25, 2019 Page 2                                      Office of
Consumer Products
FirstName LastName