PARAMOUNT GOLD AND SILVER CORP.
346 Waverley Street
Ottawa, Ontario Canada K2P 0W5
December 31, 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”)
Preliminary Proxy Statement on Schedule 14A and all amendments thereto
File No. 1-33630
Filed October 3, 2008 (original filing date)
Dear Sir/Madam:
Paramount Gold and Silver Corp. hereby acknowledges that (i) it is responsible for the adequacy and accuracy of the disclosure in the filings referenced above, (ii) staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filings; and (iii) it 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.
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| Very truly yours, |
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| /s/ CHRISTOPHER CRUPI |
| Chief Executive Officer |
| Paramount Gold and Silver Corp. |