{COMPANY}

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MHTcpAodpi8JTajMkphN9oU46HCtMRo9eRqVsJr0pehiY72HOZaAe5smSUlrnHY9 qyxgvPt1CY/J2uE+MlAbtg== 0001116502-08-000990.txt : 20080804 0001116502-08-000990.hdr.sgml : 20080804 20080617165528 ACCESSION NUMBER: 0001116502-08-000990 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080617 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PARAMOUNT GOLD & SILVER CORP. CENTRAL INDEX KEY: 0001342854 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 203690109 FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 346 WAVERLY STREET CITY: OTTAWA STATE: A6 ZIP: K2P 0W5 BUSINESS PHONE: (613) 226-9881 MAIL ADDRESS: STREET 1: 346 WAVERLY STREET CITY: OTTAWA STATE: A6 ZIP: K2P 0W5 FORMER COMPANY: FORMER CONFORMED NAME: PARAMOUNT GOLD MINING CORP. DATE OF NAME CHANGE: 20051028 CORRESP 1 filename1.htm {COMPANY}

JEFFREY G. KLEIN, P.A.

2600 North Military Trail, Suite 270

Boca Raton, Florida 33431


Telephone: (561)997-9920	Telefax: (561)241-4943

June 17, 2008

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D. C. 20549

Attention:

Re:

Paramount Gold and Silver Corp. (the “Company”)

Amendment No. 3 to Registration Statement on Form S-3

File No. 333-148831

Filed: June 3, 2008

Amendment No. 3 to Form 10-KSB/A for the Fiscal Year Ended June 30, 2007

As amended on June 3, 2008

File No. 1-33630

Filed June 3, 2008

Dear Sir/Madam:

REQUEST FOR ACCELERATION:

In accordance with Rules 460 and 461 promulgated pursuant to the Securities Act of 1933, as amended, Paramount Gold and Silver Corp. is hereby requesting that the Company's Registration Statement on Form S-3, as amended, referenced above, be made effective on June 19, 2008 , or as soon thereafter as may be practicable.

The Company acknowledges that:

should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

the Company may not assert the staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.


	Very truly yours,


		/s/ Jeffrey G. Klein
		Jeffrey G. Klein Counsel For Paramount Gold and Silver Corp.

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