VIA EDGAR

May 10, 2016

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

Attn: Michael Killoy and Brigitte Lippmann

Re: Paramount GoldNevada Corp.

PreliminaryProxy Statement on Schedule 14A

FiledApril 18, 2016

FileNo. 001-36908

Dear Mr. Killoy and Ms. Lippmann:

On behalf of Paramount Gold Nevada Corp. (“Paramount”), we provide Paramount’s responses to your letter dated May 6, 2016 (the “Letter”) setting forth the comments of the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) relating to Preliminary Proxy Statement on Schedule 14A filed on April 18, 2016 (the “Preliminary Proxy Statement”).

For your convenience, the Staff’s comments have been restated below in their entirety, with the responses to each comment set forth immediately below the comment. The revisions to the Preliminary Proxy Statement described below are reflected in an amendment to the Preliminary Proxy Statement being filed simultaneously with this letter, courtesy copies of which, marked to reflect these revisions, are being delivered to the Staff.

Information in this ProxyStatement regardingCalico, page2

1.   Wenoteyour disclaimerrelatingto information regardingCalico.  Pleaserevise to reflect thatyou areresponsible forthe adequacyandaccuracyof thedisclosurein the filing.

Response: In response to the Staff’s comment, we have revised the disclosure on page 2 to reflect that Paramount is responsible for the adequacy and accuracy of the disclosure regarding Calico in the filing.

FairnessOpinion, Appendix C

2.   Theopinion ofthe financial advisor states that thefairness opinion was provided to the board in connection with the arrangement and“maynot be relied up byanyother persons, orused for anyotherpurpose.”Pleaserevise to remove theimplication that investors arenot entitledto relyon the opinion.  Alternatively,advise us ofthe basisfor the advisor’s beliefthat securityholders cannot relyupon the opinion to support any claims againstthe advisor arising underapplicablestatelaw (e.g., theinclusion of an express disclaimerin the engagement letter with theadvisor).  Describe anyapplicable state-law authorityregardingthe availabilityof such apotential defense. In the absence of applicable state-law authority, disclose that theavailabilityof such adefense will be resolved byacourt of competent

665 Anderson Street, Winnemucca, Nevada 89445 Tel: 775-625-3600

jurisdiction.  Also disclose that resolution of the question ofthe availabilityofsuch adefensewillhaveno effect on the rights and responsibilities ofthe board ofdirectors under applicable statelaw. Further disclose that the availabilityof such astate-lawdefense to the financial advisor would haveno effect on the rights andresponsibilities of either financial advisor ofthe board ofdirectors under the federal securities laws.

Response: In response to the Staff’s comment, ROTH Capital Partners, LLC (“Roth”) has revised and reissued its opinion to remove the implication that investors are not entitled to rely on its written opinion. See Annex C.

Paramount hereby acknowledges that (1) Paramount is responsible for the adequacy and accuracy of the disclosure in its filing, (2) Staff comments or changes to disclosure in response to Staff comments do not foreclose the Commission from taking any action with respect to the filing and (3) Paramount may not assert Staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

If you have any questions with respect to the above, please do not hesitate to contact me at (613) 226-9881 ext. 202, or James T. Seery of Duane Morris LLP at (973) 424-2088.

Very truly yours,

PARAMOUNT GOLD NEVADA CORP.

/s/Carlo Buffone

Carlo Buffone

Chief Financial Officer

cc:James T. Seery, Duane MorrisLLP

665 Anderson Street, Winnemucca, Nevada 89445 Tel: 775-625-3600