FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

ALTRIA GROUP, INC.
2. Date of Event Requiring Statement (MM/DD/YYYY)
12/31/2019 

3. Issuer Name and Ticker or Trading Symbol

Cronos Group Inc. [CRON]
(Last)        (First)        (Middle)

6601 WEST BROAD STREET, 
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          ___X___ 10% Owner
_____ Officer (give title below)        _____ Other (specify below)
(Street)

RICHMOND, VA 23230      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

6. Individual or Joint/Group Filing(Check Applicable Line)

___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common shares, no par value ("Common Shares") 156573537 I See Footnote (1)(2)(3)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Warrant (right to buy) 3/8/2019 3/8/2023 Common Shares 77320265 $19.00 (5)I See Footnote (1)(2)(4)

Explanation of Responses:
(1) This Form 3 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person") in connection with the transition by Cronos Group Inc. (the "Issuer") from a foreign private issuer to a domestic issuer, effective January 1, 2020: (i) Altria Group, Inc., a corporation organized under the laws of the Commonwealth of Virginia ("Altria"); (ii) Altria Summit LLC, a limited liability company organized and existing under the laws of the Commonwealth of Virginia ("Altria Summit"); (iii) Maple Holdco (Bermuda) Ltd., a company organized under the laws of Bermuda ("Bermuda Holdco"); and (iv) Maple Acquireco (Canada) ULC, an unlimited liability company organized under the laws of the province of British Columbia, Canada ("Acquireco").
(2) Acquireco is wholly owned by Bermuda Holdco, which is wholly owned by Altria Summit, which is wholly-owned by Altria. Altria Summit is a manager-managed limited liability company and Altria is its sole member.
(3) Reflects 156,573,537 Common Shares of the Issuer directly held by Acquireco.
(4) Reflects a warrant (the "Warrant") to purchase up to an additional 77,320,265 Common Shares of the Issuer directly held by Altria Summit. The Warrant is currently exercisable and is subject to customary anti-dilution adjustments.
(5) The exercise price is expressed in Canadian dollars.

Remarks:
The Reporting Persons are filing this form in advance of January 1, 2020, the effective date of the Issuer's transition from a foreign private issuer to a domestic issuer.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
ALTRIA GROUP, INC.
6601 WEST BROAD STREET
RICHMOND, VA 23230

X

Altria Summit LLC
C/O ALTRIA GROUP, INC.
6601 WEST BROAD STREET
RICHMOND, VA 23230

X

Maple Holdco (Bermuda) Ltd.
C/O ALTRIA GROUP, INC.
6601 WEST BROAD STREET
RICHMOND, VA 23230

X

Maple Acquireco (Canada) ULC
C/O ALTRIA GROUP, INC.
6601 WEST BROAD STREET
RICHMOND, VA 23230

X


Signatures
Altria Group, Inc., By: /s/ W. Hildebrandt Surgner, Jr., Vice President, Corporate Secretary and Associate General Counsel12/31/2019
**Signature of Reporting PersonDate

Altria Summit LLC, By: /s/ Mary C. Bigelow, Vice President and Secretary12/31/2019
**Signature of Reporting PersonDate

Maple Holdco (Bermuda) Ltd., By: /s/ David A. Wise, President12/31/2019
**Signature of Reporting PersonDate

Maple Acquireco (Canada) ULC, By: /s/ Mary C. Bigelow, Secretary12/31/2019
**Signature of Reporting PersonDate

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