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Nova
Minerals Ltd.

Suite
5, 242 Hawthorn Road

Caulfield,
Victoria 3161

Australia

 May
3,  2024

VIA
EDGAR

United
States Securities and Exchange Commission

100
F. Street, NE

Washington,
DC 20549

    Attention:
    Karl
    Hiller

    John
    Cannarella

    John
    Coleman

    Daniel
    Morris

    Liz
    Packebusch

    Re:
    Nova
    Minerals Ltd

    Registration
    Statement on Form F-1

    Filed
    April 15, 2024

    File
    No. 333-278695

Dear
Ladies and Gentlemen:

This
letter sets forth responses on behalf of Nova Minerals Ltd., an Australian corporation (the “Company”), to the comments
received from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”)
set forth in the letter dated April 29, 2024 (the “Comment Letter”) regarding the Company’s Registration Statement
on Form F-1 (the “Registration Statement”) filed on April 15, 2024.

For
the convenience of the Staff, each comment from the Comment Letter corresponds to the numbered paragraphs in this letter and is restated
prior to the response to such comment. We are currently with this letter filing with the Commission, Amendment No. 1 to the Registration
Statement (the “Amendment”). Capitalized terms used but not defined in this letter have the meanings ascribed to such
terms in Amendment.

Registration
Statement on Form F-1 filed April 15, 2024

Recent
Developments, page 9

    1.
    Please
    revise your disclosure here and elsewhere, as appropriate, to describe the consequences if you are unable to obtain shareholder approval
    of the Variation Agreement.

Response:
In response to the Staff’s comment, the requested disclosure has been included in the Amendment.

    -1-

Securities
and Exchange Commission

May 3, 2024

Page 2

Quantitative
and Qualitative Disclosures about Market Risk

Foreign
Currency Exchange Risk, page 43

    2.
    We
    note that you have recorded foreign exchange gains or losses to your statement of profit or loss and other comprehensive income for
    all periods presented, including a foreign exchange loss of $1,549,439 which represents 17% of your net loss for the 6 months ended
    December 31, 2023. Please address the following:

    ●
    Tell
    us why you believe your current exposure to currency risk is not significant as disclosed on page 43;

    ●
    Tell
    us and disclose the nature of the foreign exchange transactions that give rise to the foreign exchange gains or losses recorded in
    your statement of profit or loss and other comprehensive income for all periods presented; and

    ●
    Your
    tabular disclosure on page F-37 suggests that these foreign exchange gains may relate to intercompany loans. If true, tell us how
    you considered the guidance set forth in paragraphs 15 and 15A of IAS 21 in determining whether settlement is planned or likely to
    occur in the foreseeable future.

Response:
In response to the Staff’s comments, additional disclosure has been included in the Amendment with respect to the foreign currency
exchange risk disclosure to provide more detail that the foreign exchange gains or losses recorded in our statement of profit or loss
and other comprehensive income are principally due to the revaluation of intercompany loans and financial liabilities to the current
applicable foreign exchange rate at the end of each reporting period, and that where possible we mitigate foreign currency exchange risk
by making payment for transactions in the native currency in which the transaction was incurred.

In
response to the Staff’s comment about paragraphs 15 and 15A of IAS 21, we advise that the foreign exchange gains or losses recorded
in the profit or loss and other comprehensive income are principally due to the revaluation of intercompany loans to the current applicable
foreign exchange rate at the end of each reporting period. Settlement of these intercompany loans is planned to occur once mining operations
have commenced and gold has been poured, which as per the timeline on page 8 of the Amendment, is currently planned to occur in late
2028. Based on this we therefore do not consider paragraph 15 to be applicable to our intercompany loans as there is an intention
to pay the loans back. We also do not consider paragraph 15A to be applicable as there is an intention to repay the loans once mining
and the first gold pour commences, which is currently planned to occur in late 2028. These loans also need to be repaid before any dividends
can be paid to the joint venture partners.

Business,
page 61

    3.
    We
    note that your summary of exploration results beginning on page 51 appears to include the results of some samples but not all samples.
    If this is correct, please expand this disclosure to include a discussion of the context and justification for excluding the other
    sample results to comply with Item 1304(g)(2) of Regulation S-K.

    -2-

Securities
and Exchange Commission

May 3, 2024

Page 3

Response:
In response to the Staff’s comment, the requested disclosure has been included in the Amendment.

    4.
    Please
    remove and refrain from reporting resource estimates that have not been prepared in accordance with Subpart 1300 of Regulation S-K,
    such as the Asra Minerals Limited resource that is disclosed on page 61.

Response:
In response to the Staff’s comment, the resource estimates for Asra Minerals Limited have been removed in the Amendment.

If
any additional supplemental information is required by the Staff or if you have any questions regarding the foregoing, please contact
Jeffrey Fessler of Sheppard, Mullin, Richter & Hampton LLP at (212) 634-3067 with any questions or further comments regarding the
responses to the Staff’s comments.

*****

    Sincerely,

     /s/ Christopher
    Gerteisen

    Christopher
    Gerteisen

    Chief
    Executive Officer

    cc:
    Jeffrey
    Fessler

    -3-