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Correspondence 0001753926-23-000999 from Foremost Clean Energy Ltd. (FMST)

Foremost Clean Energy Ltd.
Date: Aug. 3, 2023 · CIK: 0001935418 · Accession: 0001753926-23-000999

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File numbers found in text: 333-272028

Date
August 3, 2023
Author
THINKEQUITY LLC
Form
CORRESP
Company
Foremost Clean Energy Ltd.

Letter

ThinkEquity LLC

17 State Street, 41st Fl.

New York, NY 10004

VIA EDGAR

August 3, 2023

Laura Nicholson

Securities and Exchange Commission

Division of Corporation Finance

Office of Energy & Transportation

100 F Street, NE

Washington, DC 20549

Re: Foremost Lithium Resource & Technology Ltd. (the “Company”)

Registration Statement on Form F-1/A, filed on July 31, 2023 (the “Registration Statement”)

File No. 333-272028

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and Regulations of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended, ThinkEquity LLC, acting as representative of the underwriters, hereby joins the Company in requesting acceleration of the effective date of the above-referenced Registration Statement so that it will become effective at 5:00 p.m., Eastern Time, on August 7, 2023, or as soon thereafter as practicable.

Pursuant to Rule 460 under the Act, we wish to advise you that we have distributed as many copies of the Preliminary Prospectus dated August 3, 2023 to selected dealers, institutions and others as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

The undersigned confirms that it has complied with and will continue to comply with, and it has been informed or will be informed by participating dealers that they have complied with or will comply with, Rule 15c2-8 promulgated under the Securities Exchange Act of 1934, as amended, in connection with the above-referenced issue.

Very truly yours,
THINKEQUITY LLC

Show Raw Text
CORRESP
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ThinkEquity LLC

17 State Street, 41st Fl.

New York, NY 10004

VIA EDGAR

August 3, 2023

Laura Nicholson

Securities and Exchange Commission

Division of Corporation Finance

Office of Energy & Transportation

100 F Street, NE

Washington, DC 20549

    Re:
    Foremost Lithium Resource & Technology Ltd. (the “Company”)

    Registration Statement on Form F-1/A, filed on July 31, 2023 (the “Registration Statement”)

    File No. 333-272028

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and Regulations
of the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended, ThinkEquity LLC, acting as representative
of the underwriters, hereby joins the Company in requesting acceleration of the effective date of the above-referenced Registration Statement
so that it will become effective at 5:00 p.m., Eastern Time, on August 7, 2023, or as soon thereafter as practicable.

Pursuant to Rule 460 under the Act, we wish to advise
you that we have distributed as many copies of the Preliminary Prospectus dated August 3, 2023 to selected dealers, institutions and others
as appears to be reasonable to secure adequate distribution of the preliminary prospectus.

The undersigned confirms that it has complied with
and will continue to comply with, and it has been informed or will be informed by participating dealers that they have complied with or
will comply with, Rule 15c2-8 promulgated under the Securities Exchange Act of 1934, as amended, in connection with the above-referenced
issue.

Very truly yours,

THINKEQUITY LLC

    By:
    /s/ Eric Lord

    Name:
     Eric Lord

    Title:
     Head of Investment Banking