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June 6, 2024
André van Niekerk
Chief Financial Officer
Gatos Silver, Inc.
925 W Georgia Street , Suite 910
Vancouver, British Columbia, Canada V6C 3L2
Re:Gatos Silver, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2023
Filed February 21, 2024
File No. 001-39649
Dear André van Niekerk:
            We have reviewed your filing and have the following comments.
            Please respond to this letter 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 a
comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing your response to this letter, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2023
Item 2. Properties, page 29
1.Please disclose your mineral resources and mineral reserves based on your
attributable interest in the property, and corresponding to your fiscal year end, as required
by Item 1304(d) of Regulation S-K.

Please ensure each mineral resource or reserve table includes the point of reference, cut-
off grade(s), and metallurgical recovery factor.
2.We note that your resource and reserve reconciliation does not compare resources and
reserves corresponding to your fiscal year end, rather the resource and reserve
reconciliation in your annual filing corresponds to July 1, 2023 and July 1, 2022.  Please
provide a reconciliation comparing your resources and reserves as of the previous two
fiscal year ends, as required by Item 1304(e) of Regulation S-K.

Please address each instruction under this Item in the reconciliation. For example the
reconciliation should include the net difference between resources and reserves as a

 FirstName LastNameAndré van Niekerk
 Comapany NameGatos Silver, Inc.
 June 6, 2024 Page 2
 FirstName LastName
André van Niekerk
Gatos Silver, Inc.
June 6, 2024
Page 2
percentage, an explanation of the causes of any discrepancy in mineral resources, and an
explanation of the causes of any discrepancy in mineral reserves.
Financial Statements
Note 14 Investment in Affiliates, page 70
3.We note you recognized equity income in affiliates of $33.6 million related to your
investment in LGJV in 2023, representing your ownership share of the LGJVe's results.
We also note that LGJV reported net income of $53.4 million in 2023. Please show us
how you determined your share of net income from this joint venture using the equity
method of accounting and how your determination complies with ASC 323-10-35.
            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.
            Please contact Joanna Lam at 202-551-3476 or Craig Arakawa at 202-551-3650 if you
have questions regarding comments on the financial statements and related matters. Please direct
any questions to John Coleman at 202-551-3610 regarding the engineering comments.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation