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                                                           June 12, 2018



Via Email

Eduardo Gallardo
Gibson, Dunn & Crutcher LLP
200 Park Avenue
New York, New York 10166

       Re:    SJW Group
              Schedule TO-T filed June 7, 2018
              Filed by California Water Service Group
              File No. 5-36500

Dear Mr. Gallardo:

       The Office of Mergers and Acquisitions has reviewed the filing listed
above. Our
comments follow. All defined terms have the same meaning as in the Offer to
Purchase included
as Exhibit (A)(1)(I) to the Schedule TO-T.

       Please respond to this letter by revising your Schedule TO-T, by
providing the requested
information, or by advising us when you will provide the requested response. 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 filing and the information you
provide in
response to these comments, we may have additional comments.

General

   1. We note that your Offer, if consummated, would involve the merger of two
public utility
      companies subject to regulation in multiple jurisdictions. We further
note that the Offer
      is subject to a condition that there is no "Legal Restraint" from
applicable regulatory
      bodies. In an appropriate part of the Offer to Purchase, outline the
regulatory approval
      process needed to consummate the Offer, which as you know is currently
set to close in
      early August. Your summary should include the approximate time period
needed to clear
      applicable regulatory review and how quickly after the expiration of the
Offer you expect
      to pay for tendered Shares. We note that a very brief single paragraph
summary currently
      appears on page 31 of the Offer to Purchase but does not describe the
regulatory approval
      process in any detail nor outline the anticipated time frame for
approval. While the
 Eduardo Gallardo, Esq.
Gibson Dunn & Crutcher LLP
June 12, 2018
Page 2

       disclosure there notes that you have asked for the cooperation of SJW in
obtaining the
       required approvals, it doesn't explain what will happen or how long the
process could
       take if SJW does not cooperate. Finally, your revised disclosure should
specifically
       explain how the approvals are tied to consummation of this Offer (see
our next
       comment).

   2. We note that regulatory approval conditions may survive expiration of a
tender offer. If
      this is your expectation, revise your disclosure to describe (including
the impact on
      tendering holders) and to discuss your intentions regarding extension of
the Offer
      pending receipt of required regulatory approvals. If there is a
possibility you would seek
      to close the Offer pending receipt of regulatory approvals, and this
could result in a delay
      of payment for tendered Shares, disclose prominently.

Withdrawal Rights, page 14

   3. Refer to the third sentence in the first paragraph of this section and
our last comment
      above. Please revise to clarify the circumstances under which you believe
the bidders
      may retain tendered shares but delay acceptance of those shares for
payment or delay
      payment of those shares.

Source and Amount of Funds, page 22

   4. Provide the disclosure required by Item 1007(d) of Regulation M-A
regarding the terms
      of the new bridge loan facility to be used to fund the purchase of
tendered shares.

   5. File the loan agreement pursuant to Item 1016 of Regulation M-A.

Conditions to the Offer, page 27

   6. Refer to the first paragraph in this section. Only regulatory approval
conditions needed
      for consummation of the Offer can survive the expiration of the Offer and
the termination
      of withdrawal rights. Conditions (ii) and (iii) do not appear to be
related to required
      regulatory approvals needed to consummate the Offer. Please revise.

   7. Refer to condition (i) on page 27. The first sentence of this condition
refers to the
      definition of "Legal Restraint" in the CTWS Merger Agreement. However,
later in this
      section, a glossary of certain terms, including "Legal Restraint," is
included. In particular
      in a hostile tender offer, it is important for target shareholders to
understand fully the
      parameters of any listed offer conditions. Therefore, please revise to
clarify if there is any
      difference between the definition of this term in the CTWS Merger
Agreement you
      reference versus the glossary you provide in the Offer Purchase. If there
is a difference,
      delete or revise to clarify the reference to the Merger Agreement.
 Eduardo Gallardo, Esq.
Gibson Dunn & Crutcher LLP
June 12, 2018
Page 3

      8. Refer to the first sentence of the second to last paragraph in this
section on page 29. All
         Offer conditions must be objective and outside the control of the
bidders. Stating that an
         Offer condition may be asserted "by us in our discretion regardless of
the circumstances
         giving rise to any such conditions" implies that conditions
"triggered" by the action or
         inaction of the bidders themselves could be used to terminate the
Offer. Please revise.

      9. Refer to the last three sentences in the second to last paragraph of
this section. When
         events occur that "trigger" a listed Offer condition, you must
promptly (i) waive the
         condition and proceed with the Offer; or (ii) assert the condition and
terminate the Offer.
         You may not, consistent with your obligation to promptly amend the
offer materials to
         inform target shareholders of material changes, wait until the end of
the Offer period to
         assert a condition that was triggered well before that time. Please
revise the disclosure in
         the three sentences of this paragraph that implies otherwise.

Miscellaneous, page 32

      10. While you may not be able to distribute the offer materials into any
foreign jurisdiction
          where doing so would be prohibited under local regulation, tenders
must be accepted
          from all shareholders wherever located. See Rule 14d-10 and guidance
in Release No.
          33-8957 (September 19, 2008). Please revise your disclosure here
accordingly.

        We remind you that the filing persons are responsible for the accuracy
and adequacy of
their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Please contact me at (202) 551- 3263 with any questions about these comments.


                                                               Sincerely,


                                                               /s/ Christina
Chalk


                                                               Christina Chalk
                                                               Senior Special
Counsel
                                                               Office of
Mergers and Acquisitions




cc:      Eduardo Gallardo, Esq. (via email)
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