SecProbe.io

July 29, 2010

Mr. James Guerra Chief Operating Officer and Chief Financial Officer Lightbridge Corporation 1600 Tysons Boulevard, Suite 550
McLean, VA 22102

Re: Lightbridge Corporation
  Form 10-K for the Year Ended December 31, 2009   File No. 1-34487

Dear Mr. Guerra:
 We have reviewed your filing 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 via EDGAR within ten business days 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 , please tell us why in your
response.
 After reviewing the information you provide in response to these comments, we may
have additional comments.               Form 10-K for the Year Ended December 31, 2009

 Consolidated Balance Sheets, page F-3

1. We see your presentation of deferred stock compensation and common stock reserved for
issuance in both your December 31, 2009, consolid ated balance sheets as well as the
related consolidated statements  of changes in stockholders' equity.  We note that ASC
718-10-25-2 requires compensation co sts to be recognized in the financial statements as
services are provided by employees and does not  permit those costs to be recognized as
deferred compensation on the balance sheet before services ar e provided.  Also refer to
the transition guidance in para graph 74 of Statement 123R.  Revise your disclosures in
future filings as necessary based on our comment and provide us with your proposed disclosures or tell us why you believe your  current presentati on is appropriate.

Mr. James Guerra Lightbridge Corporation
July 29, 2010 Page 2

Note 9. Stockholders’ Equity, page F-15

2. Please tell us how you account for share-base d compensation granted to your advisory
board members and consultants, specifically stating how you determined whether these individuals were employees subject to the provisions of ASC 718 or non-employees subject to ASC 505-50.
 3. Please revise in future filings to include  all disclosures required by ASC 718-10-50 for
each type of award granted (e.g., restricted stock and stock options), including but not limited to the following:

• the total compensation cost related to nonvested awards not yet recognized and the
weighted-average period over which it is expected to be recognized;

• a discussion of the methods used to estimate expected term and exp ected volatility in
your calculation of the fair value of share-based compensation awards; and

• the number and weighted average grant-date fair value of restri cted stock that was
nonvested at the beginning of the year, nonve sted at the end of the year, and those
that during the year were granted, vested, and forfeited.

Provide us with your proposed disclosures.  We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.
 In responding to our comments, please provi de a written statement from the company
acknowledging that:
• the company is responsible for the adequacy and accuracy of the disclo sure in the filing;

• staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

• the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federa l securities laws of  the United States.

Mr. James Guerra Lightbridge Corporation July 29, 2010 Page 3

You may contact Jonathan Wiggins at ( 202) 551-3694 or me at (202) 551-3486 if you
have questions regarding comments on the fina ncial statements and related matters.

Sincerely,
       Daniel L. Gordon      Branch Chief