SecProbe.io

December 10, 2012

Via E -mail
Geoff Browne
Chief Executive Officer
Liberty Silver Corp.
181 Bay Street, Suite 2330
Toronto, Ontario, Canada, M5J 3T3

Re: Liberty Silver Corp .
Registration Statement on Form S -1
Filed November 15, 2012
  File No. 333 -1849 62
Form 10 -K for Fiscal Year Ended
June 30, 2012
Filed September 28, 2012
File No. 333 -150028

Dear Mr. Browne :

We have reviewed your filings and have the following comments.  In some of our
comments, we may ask you to provide us with information so we ma y better understand your
disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information .  Where 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.

With respect to the comments relating to your Exchange Act filings, p lease respond to
this letter within ten business days by amending your filing, by providing the requested
information, or by advis ing 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 fili ngs and the information you provide in
response to these  comments, we may have  additional comments.
Registration Statement Cover Page
1. Please tell us how you determined that the registration fee had been previously paid.  It
appears the fees paid for you r prior registration statements were for lesser amounts.

Geoff Browne
Liberty Silver Corp.
December 10, 2012
Page 2

 Prospectus Cover Page
2. We note your disclosure that you are an emerging growth company.  Please tell us how
you determined that you are an emerging growth company, given you appear to have sold
commo n stock pursuant to an effective registration statement prior to December 8, 2011.
Refer to section 101(d) of the Jumpstart Our Business Startups Act.
Prospectus Summary, page 7
3. We note your disclosure in the summary that you are engaged in the developmen t of
resource properties and your references to being in the developm ent stage in your risk
factor disclosure  on page  9.  Please revise your disclosure here and throughout your
prospectus to reflect clearly that you are an exploration stage company and hav e not yet
begun development stage activities.
4. The term resource is not a term recognized by the United States Securities and Exchange
Commission  under Industry Guide 7 for US incorporated filers .  Please revise to remove
the use of this  term throughout y our filing.  You may wish to consider a term such as
mineralized material.
Selling Stockholders, page 13
5. Please tell us whether any of the selling stockholders who is not an individual is a broker
dealer or an affiliate of a broker dealer.
Risk Factors,  page 8
6. Please address in your risk factor disclosure the  risks relating to your Exploration Earn -In
Agreement dated March 29, 2010  with Renaissance Gold Inc. being subject to the terms
of the lease and sublease agreement between Renaissance and Newmont Mi ning USA
Limited , including, for example, the risk that Newmont may exercise its joint venture
rights under that agreement .
Rights to mineral claims and leases involve uncertainties, page 10
7. Please expand this risk factor to address the fact that many of the mining claims and land
relating to the Trinity Project are held by third parties over whom you appear to have no
control, or advise us how you have control over those claims and land .
8. Please clarify later in the prospectus the  steps you have taken to verify and protect your
claims and interests in the Trinity Project.

Geoff Browne
Liberty Silver Corp.
December 10, 2012
Page 3

 Risks Related to the Common Stock, page 11
9. We note the fluctuations in your stock price over the past twelve months.  Please expand
your risk factor disclosure to address the potential vo latility of the price of your common
stock.
10. Please explain the statement that your securities have been “approved” for trading on the
Grey Market, or revise.   Please add a separate risk factor to briefly explain the Grey
Market and disclose the material  risk to investors.
Plan of Distribution,  page 15
11. Please address, in this section, the requirements of the penny stock rules under the
Securities Exchange Act 1934 in connection with the distribution of your securities.
Description of Business, page 18
Government Regulation and Approval, page 19
12. Please expand your disclosure in this section to provide a clear description of the effect of
material government regulations on your exploration and development activities
including material Bureau of Land Managem ent and Nevada Division of Minerals
requirements .
Properties, page 20
Trinity Project , page 20
13. Please disclose the information required under paragraph (b) of Industry Guide 7 for all
material properties, including the source of power and water for your p roperty and a
description of any infrastructure located on your property.
14. Please disclose the specific annual payments required to maintain your BLM claims in
good standing and the responsible party for making such payments.
15. Please expand your disclosure t o include the specifics of your future exploration work
including the phases or stages of the exploration work, the specific work that will be
performed, and the costs associated with this work.
Trinity Project Agreements, page 24
16. Please disclose  the legal  basis for your belief that the terms of the Exploration Earn -In
Agreement are enforceable by you against Renaissance Gold Inc., given it appears that
Renaissance i s not a party to that agreement and it appears you are not a party to any
assignment of that  agreement to Renaissance.

Geoff Browne
Liberty Silver Corp.
December 10, 2012
Page 4

 Lease and Sublease  Agreement, page 2 4
17. Please clarify whether Renaissance has complied with the terms of the Lease and
Sublease agreement to date including the expenditure of $2,000,000 on or before the
seventh anniversary of the  lease.
Ownership Interest – Earn -In Agreement, page 25
18. Please provide a complete description of the  material terms of the Exploration Earn -In
Agreement, not just a summary of some of the material terms as you state in the first
paragraph.
19. We note your d isclosure at page 25 relating to your Earn -In Agreement with AuEx, Inc.
indicating that you must expend a minimum of $5,000,000 in exploration expenditures
with stipulated minimum expenditure amounts to be incurred each year in order to obtain
a 70% intere st in the Trinity Project.   Your disclosures also state that should you not
meet the minimum expenditure requirements in any given year, you are obligated to pay
the amount of any deficiency to Renaissance Gold Inc. Please address the following
points:

 Tell us whether you have met these minimum  expenditure requirements;
 Expand your management’s discussion of analysis to quantify the shortfall or
excess amounts that you have incurred for each year and discuss your expectations
of your ability to meet the se thresholds going forward; and
 Clarify whether you have accrued or paid Renaissance for any deficiencies in
reaching these thresholds.
Joint Venture, page 25
20. Please clarify the effect of Newmont exercising its joint venture rights under the Lease
and Sub lease agreement on your j oint venture rights under the Exploration Earn -In
Agreement described in this section.
Plan of Operation & Work Completed by the Company, page 28
21. Please disclose your estimate of the amount spent during each of the last two fiscal years
on exploration  activities.
22. Please clarify when you undertook each of the exploration activities  disclosed in this
section and the drilling activities described in the third paragraph on page 28.

Geoff Browne
Liberty Silver Corp.
December 10, 2012
Page 5

 Management’s Discussion and Analysis of Financial Cond ition and Results of Operations, page
32

Results of Operations, page 32

23. We note that your discussions of changes in expenses for both the year ended June 30,
2012 versus the year ended June 30, 2011, and the three month period ended September
30, 2012 versus the three month period ended September 30, 2011, do not describe or
quantify the specific drivers underlying the fluctuations between periods necessary to
provide an understanding of the reasons for material increases.  The analysis is limited to
a statement indicating that the increase in expenses was generally attributable to “the
Company’s effort to finance explore and develop the Trinity Silver property.”

In order to comply with Item 303(a)(3) of Regulation S -K, Instructions 3 and 4 to
paragra ph 303(a) of Regulation S -K, please expand your discussion to include the
specific reasons and factors contributing to these material changes in expenses.  For
example, your discussion of changes in exploration expenses should explain increased
exploration  activities and describe the nature of the activities that were undertaken in the
comparative periods.

Liquidity and Capital Resources, page 33

24. Given your financial condition, please provide an expanded discussion of your plans to
secure additional finan cing.  Your disclosure should address the amounts or ranges of the
different types of financing you are seeking and the terms of such financing in addition to
the current status of negotiations regarding such financing.  Please discuss the impact of
such f inancing on your cash position and liquidity.  Refer to section IV.B.2 of Securities
Act Release 33 -8350 for guidance.  Also, please address the dilution risk relating to such
financing in your risk factor disclosure.

Cash Flow, page 34

25. We note you have  provided disclosures under this heading which explain the changes
between your cash flows for your interim periods ended September 30, 2012 and 2011.
Please add a discussion which compares the activity of your cash flows for the fiscal
years ended June 3 0, 2012 and 2011.
Directors and Executive Officers, page 35
26. Please discuss the specific experience, qualifications, attributes or skills that led to the
conclusion that each person should serve as a director.  Refer to Item 401(e) of regulation
S-K.

Geoff Browne
Liberty Silver Corp.
December 10, 2012
Page 6

 Securi ty Ownership of Certain B eneficial Owners and Management , page 42
27. Please tell us why you have not included Robert Genovese in this section given that the
warrants held indirectly by him appear to be currently exercisable.
Certain Relationships and Related  Transactions, page 44
28. Please identify  the directors who were parties to the promissory notes described in this
section .
29. Please tell us why you have not described the agreement regarding the consulting
services provided by John Barrington referenced in the  table on page 42 in this section.
File related party agreements as exhibits.
30. Please summarize the transactions with Mr . Genovese and his affiliates.
Audited Financial Statements as of June 30, 2012 and June 30, 2011
Balance Sheets, page F -2
31. Please revis e the balance sheet and statement of stockholders’ equity (deficit) to present
proceeds received from your equity issuances net of issuance costs directly attributable to
the offerings.
Statements of Operations, page F -3
32. Please revise your annual and inter im statements and present stock compensation in the
same line or lines as cash compensation paid to employees and non -employees, as
applicable.  See SAB Topic 14.F.
33. We note the amounts you report as gain (loss) foreign exchange on your Statement of
Operati ons.  Please address the following points:

 Identify your functional currency ;
 Describe the nature of the underlying transactions and whether they represent
translation or transaction losses ; and
 Provide the accounting basis for your presentation.  If you conclude these losses are
attributable to foreign currency translations please tell us why you have not
presented disclosures of your accumulated other comprehensive income and
changes in the cumulative translation adjustment to comply with ASC 830 -30-50-1.
Alternatively if you determine it represents transaction losses, please explain why
the losses are not included in your determination of net income as required by ASC
830-20-40-1.

Geoff Browne
Liberty Silver Corp.
December 10, 2012
Page 7

 Statement of Cash Flows, page F -6
34. Please revise the reconciliation of y our cash flows from operating activities to begin with
net loss.  See FASB ASC paragraphs 230 -10-45-2 and 230 -10-45-28.
35. Please include disclosure of your noncash investing and financing activities to comply
with FASB ASC paragraphs 230 -10-50-3 through 6.
36. We note you have included the payment of the $150,000 related party note in your
statement of cash flows for the year ended June 30, 2012.  However your disclosure of
related party transactions at page 44 indicates the debt was settled in your common stock
rather than in cash.  Please tell us why you have included this amount in your statement
of cash flows or revise to reflect financing transactions that were settled only in cash.
Indemnification of Directors and Officers
37.      Your disclosure in this sectio n should state the general effect of your by -laws or other
arrangements regarding indemnification and insurance of controlling persons, directors and
officers and not merely be a verbatim repetition of sections of your bylaws.  It is unclear, for
example, whether your directors and officers are insured against liability.  Please revise.
Exhibits
38. Please file complete exhibits.  It appears, for example, that the Exploration Ea rn-In
Agreement filed as Exhibit 10.2 is missing attachments.  Further, pl ease file executed
agreements as exhibits, including a n executed Exploration Earn -In Agreement.
39. Please tell us why you have not included the employment agreements referenced on page
40 as exhibits to the registration statement.
40. Please file the consent of M ine Development Associates.
Exhibit 5.1
41. The legal opinion may not assume away the issues that are the subject of the opinion such
as that there is sufficient authorized stock or that par value has been paid for the common
stock, as counsel appears to d o in the fifth paragraph.  Refer to Section II.B.3.a of Staff
Legal Bulletin No. 19 for guidance.  Please provide a revised opinion accordingly.
Exhibit 23.1
42. Please have the consent from your independent registered public accounting firm revised
to acknowl edge your reference the firm on page 46 as experts in accounting and auditing.

Geoff Browne
Liberty Silver Corp.
December 10, 2012
Page 8

 Exhibit 99.1
43. Please note that technical reports should not be filed with the United States Securities and
Exchange Commission pursuant to paragraph (b)(7) of Industry Guide 7.  Please remove
the reference to your technical report from your list of exhibits.
Undertakings
44.       The final undertaking in this section appears to be missing language.  Please provide the
complete undertaking .
Signatures
45. Please identify the capacity  in which each officer signs.  It is unclear, for example,
whether your controller or principal accounting officer has signed.
Form 10 -K for the fiscal year ended June 30, 2012 , filed September 28, 2012.

General

46. In future annual filings please confirm yo u will incorporate the additional property
disclosure requested in your registration statement.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing s to be certain that the filing s include the applicable information the Securities Act of
1933, the Securities Exchange Act of 1934 , and the Securities  Act and the Exchange Act  rules
require.   Since the company and its management are in possession of all facts relating to a