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CORRESP
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      May 28, 2024

      VIA EDGAR

      Division of Corporation Finance

      Office of Energy & Transportation

      U.S. Securities and Exchange Commission

      100 F Street, N.E.

      Washington, D.C.  20549

            Re:

              IperionX Limited

      Form 20-F/A for the Fiscal Year ended June 30, 2023

      Filed February 20, 2024

      Response Dated March 22, 2024

      File No. 001-41338

      To Whom It May Concern:

      On behalf of IperionX Limited (the “Company” or “IperionX”), this letter responds to your letter, dated April 3, 2024 (the “Comment Letter”), regarding the above-referenced Registration Statement
        on Form 20-F/A for the Fiscal Year ended June 30, 2023, filed on February 20, 2024.  Each comment of the Staff of the Division of Corporation Finance (the “Staff”) is set forth below, followed by the corresponding response.  For ease of
        reference, the headings and numbered paragraphs below correspond to the headings and numbered comments in the Comment Letter.  Each response of the Company is set forth in ordinary type beneath the corresponding comment of the Staff appearing in
        bold type.

      Form 20-F for the Fiscal Year ended June 30, 2023

      Information on the Company, page 52

            1.

              We note that you proposed various revisions to the annual report and technical report summary in response to prior comment 2, pertaining to disclosures of the cut-off grade that would be economic and
                appropriately utilized in quantifying mineral resources.

      We understand that you are unable to support your resource estimates at the end of your prior two fiscal years based on the 0.4% THM cut-off grade disclosed and assumptions set forth in Section 11.8
        of the technical report summary, and that you would like to instead report a 1% THM cut-off grade using various revised assumptions, including higher forecasted prices, lower mining costs, and improved recoveries.

      We previously observed that the 2.2% THM average associated with your resource disclosures on page 44 appears to be the cut-off grade in your revenue cost break even calculation, based on the
        assumptions described in the technical report summary. Given this correlation and considering your response, it appears that you will need to revise your estimates of resources and associated disclosures to reflect only those volumes at or above
        the 2.2% THM cut-off grade. Please consult with the qualified person to arrange for corresponding revisions to the technical report summary.

                    Division of Corporation Finance

                    Office of Energy & Transportation

                    U.S. Securities and Exchange Commission

                    May 28, 2024

                    Page 2

      The types of changes proposed in your response may be considered in an updated or new technical report summary, though would generally not be appropriate as revisions to the prior technical report
        summary. However, if you commission an updated or new technical report summary in order to support future disclosures and to introduce new assumptions that alter the economic profile of the project, the qualified persons will need to provide
        details of the revised assumptions and explain how they were determined, as may include identifying the source of new information precipitating and supporting the change.

      We suggest that you and the qualified persons refer to the guidance in Item 1302(d)(1)(i)(B) and (ii) of Regulation S-K, regarding the qualified persons evaluation of technical and economic factors
        likely to influence the prospect of economic extraction, and description of procedures, findings and conclusions. Please also refer to Item 601(b)(96)(iii)(B)(11)(iii), on the reasons for using the selected price and the underlying assumptions,
        19(i) on the methods used to demonstrate economic viability, (21) as to additional information or explanations necessary to provide a complete and balanced presentation of the value of the property, and (22) on risks
        and uncertainties that could reasonably be expected to affect the reliability or confidence in exploration results, mineral resource estimates, or projected economic outcomes.

      The content of any updated or new technical report summary that you obtain to support future disclosures should provide clear explanations for any changes in assumptions that materially correlate
        with project economics, as may include the cut-off grade, prices, costs and quantification of resources, relative to those requirements.

      Response 1: We respectfully acknowledge the Staff’s comment and have set forth below the basis upon which materials with THM of 0.4% or greater has economic value, and that a cut off grade of
        0.4% is economic and appropriately utilized in quantifying mineral resources estimates at the Titan Project.

      The geological nature of mineralization the Titan Project

      The highest grade valuable minerals at the Titan Project are typically found within a geologic unit named the McNairy Formation, and is generally split in two “layers” or “seams” named the Upper McNairy and the Lower McNairy, with mineralization
        at depth ending with the occurrence of the clay-rich Coon Creek formation (Figure 1).

      The mineralized portions of the McNairy Formation (>0.4% THM) are typically found beneath a layer of “overburden” material (<0.4% THM) which includes top soil and in some areas sits above and below a layer of “inter-burden” material
        (<0.4% THM) that occurs between the mineralized Upper McNairy and Lower McNairy layers (>0.4%).

                    Division of Corporation Finance

                    Office of Energy & Transportation

                    U.S. Securities and Exchange Commission

                    May 28, 2024

                    Page 3

      Figure 1: Titan Project mineral resource estimate long section.

      IperionX’s development approach to extraction of valuable critical minerals at the Titan Project is based upon a low impact, sustainable mineral sands methodology – removing the valuable critical minerals via low
        impact operational parameters and immediately return the non-mineralized material, mostly silica sand, back to the deposit void for reclamation and rehabilitation towards the original land form and flora. This method is the standard approach to the
        development of mineral sands operations of this nature, employed by the world’s largest mineral sands companies, including Iluka Resources’ extensive global operations.

      The benefits of this approach are: (1) it enables a small operating footprint with only limited disturbance of the land at any one time; (2) it facilitates a process of progressive backfill with the non-mineralized
        material, mostly silica sand, and reclamation without creating long term ‘waste dumps’ or ‘non-mineralized stockpiles’; (3) it is an efficient and low cost method for the development of critical mineral sands deposits reflecting the geological
        nature of the Titan Project; and (4) it facilitates an efficient “blending strategy” to continuously feed the optimum ratios of the Upper McNairy and Lower McNairy material to meet the required product specification.

      Methods which do not employ selective mineral extraction procedures are amongst the most commonly employed in mineral sands, such as wet mining using a dredge and a floating concentrator, employed by a large number
        of the most significant mineral sand operations globally, including Chemours’ operations in south east USA, Tronox’s Cooljarloo and Ginko operations in Australia, Eramet’s Grande Cote operation in Senegal and Kenmare’s Moma operation in Mozambique.
        In this method the minerals in a dredge pond are mixed with water in a semi-homogeneous slurry, and there is no ability to selectively to extract material based on a minimum cut off grade within the defined area – with the average grade of the
        material in that defined area being the determinant of economic value.

      The same applies for IperionX’s Titan Project, where a key development concept is that the overburden and inter-burden material within a specified area are required to be co-extracted in order to access the primary
        mineralized areas. As a result, the most operationally feasible method to economically extract the material is to process all mineralized over-burden and inter-burden material, e.g. material of 0.4% grade or above, resulting in an average grade of
        2.2% for all of the material contained within the pit shell. In contrast, it is not economically feasible to selectively mine, haul and stockpile the material prior to rehabilitation.

                    Division of Corporation Finance

                    Office of Energy & Transportation

                    U.S. Securities and Exchange Commission

                    May 28, 2024

                    Page 4

      Figure 2: Titan Project continuous rehabilitation operational cycle.

      At the Titan Project it is projected that within a defined pit shell or mineral resource estimate, all material at / or above the bottom cut-off grade of 0.4% is expected to be processed, on the basis that
        the incremental cost of selectively extracting this material, hauling it to a long term stockpile, and subsequently reclaiming and re-placing the material into the mine void for progressive rehabilitation would be higher than the net cost
        (operating cost less revenue) of IperionX’s central case method, being the processing of this material, extracting the contained valuable critical minerals for sale and immediately returning the remaining material, mostly silica sand, back to the
        deposit void.

      It is noted that contiguous blocks of low grade material that sit outside of the grade shell, but within the pit shell, e.g. material below 0.4% grade (identified as blank space in Figures 3 and 4), will likely be
        sent to small, short term or temporary, in-pit stockpiles that are subsequently reclaimed as part of the continuous rehabilitation operational cycle.

      A high level comparison of IperionX’s proposed low impact, sustainable mineral sands process of extracting and processing all material of 0.4% THM or greater within a pit shell, which does not require selective
        mining of material or waste stockpiling, versus a “selective mining and waste stockpile” method is detailed below:

      Method 1 – IperionX’s proposed progressive rehabilitation method (Basis for IperionX Mineral Resource Estimate)

      A progressive rehabilitation method is the standard approach to the development of mineral sands operations of this nature, employed by the world’s largest mineral sands companies, including Iluka Resources’
        extensive global operations.

      Under this method, the limited amounts of topsoil and overburden are removed by conventional truck / shovel methods and selectively stockpiled with care (to ensure that the topsoil can be re-applied as part of the
        final rehabilitation) at the edge of the void, adjacent to where they will be returned as part of progressive rehabilitation. Mineralized material is removed using an excavator, feeding an in-pit unit, and is transported via a pipeline in a slurry
        to the wet concentrator plant for critical mineral extraction.

                    Division of Corporation Finance

                    Office of Energy & Transportation

                    U.S. Securities and Exchange Commission

                    May 28, 2024

                    Page 5

      This method allows the Titan Project’s two distinct mineralized zones to be extracted and blended in unison to meet market product specifications. Wet waste material, mostly silica sand, from the wet concentrator
        plant is immediately returned to the pit where it is dewatered and spread via dozers, and then the overburden and topsoil are carefully retuned to allow progressive rehabilitation towards the original land form and flora

      Method 2 – Selective mining and waste stockpile method (Not implemented by IperionX)

      In order to place the significant volumes of lower grade mineralized overburden and inter-burden into a temporary waste stockpile, and then replace during reclamation, additional open acreage and stockpiling is
        required to achieve a blended feed stock from the Titan Project’s two distinct mineralized zones.

      To achieve this, an additional fleet of excavators and 50-ton articulated trucks would be required to load out the material, stockpile and replace. Once the initial void is opened, the upper mineralized zone, the
        inter-burden, and the lower mineralized zones would be required to be extracted in unison in order to achieve the specific product blend.

      Achieving this would require three distinct teams dedicated to each zone of material, including two additional sets of technical support staff to coordinate in-pit material classification and additional grade control
        requirements to continuously test material to confirm modelled grade, and two additional survey crews to coordinate layouts of mine design. The inter-burden material would need to be stored for months while the post processing sand from the wet
        concentration plant partially back-fills the void in order to provide a workable base for rubber tired trucks, as the clay that forms the lower boundary of mineralization will not support the efficient operation of trucks. The stockpiled material
        would need to be “walked in” to the void with an additional dozer via the construction of a series of mine ramps.

            2.

              With regard to the changes that will be necessary to report the 2.2% THM cut-off grade, as well as any possible future change to introduce a 1% THM cut-off grade, please confirm that you will remove and no
                longer report materials having a THM % below your economic cut-off grade in your estimates of mineral resources, notwithstanding any intentions to process such material at your mineral wet concentration plant.

      Please include an explanatory note in your amendment to explain how the resource estimates have changed as well as the reasons, including quantification of the material that falls below the cut-off
        grade and has been removed in restating your resources. Based on the grade tonnage curve on page 27 of the technical report summary, it appears that a significant quantity of material is below your cut-off grade and would therefore not meet the
        definition of a mineral resource in Item 1300 of Regulation S-K.

      Response 2: As detailed in Response 1 and Response 3 of this document, a cut-off grade of 0.4% THM has been determined as an economic cut-off grade for the purpose of the estimation of mineral resources given
        the nature of mineral extraction and processing methods that would be employed at the Titan Project, including through the development of a 0.4% grade shell which results in an average grade of all material contained within that grade shell of
        2.2%.

                    Division of Corporation Finance

                    Office of Energy & Transportation

                    U.S. Securities and Exchange Commission

                    May 28, 2024

                    Page 6

            3.

              We understand from your response to prior comment 2 that the cash flow analyses underlying your resource estimates include revenues associated with the sale of subeconomic material that you intend to process
                through a mineral wet concentration plant (i.e. material having a THM % at or above 0.4% and below the economic cut-off