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 |