July 31, 2013
Pamela Long
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
RE: Prospect Global Resources Inc. (the “Company”)
Preliminary Proxy Statement on Schedule 14A
Filed July 5, 2013
File No. 001-35590
Dear Ms. Long:
In response to your letter to me dated July 24, 2013, the Company acknowledges the following:
· The Company is responsible for the adequacy and accuracy of the disclosure in the filing;
· 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
· The Company 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.
Sincerely,
/s/ Gregory M. Dangler |
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Gregory M. Dangler |
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Interim Chief Financial Officer |
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1401 17th St Suite 1550 Denver, Colorado 80202
303-990-8444 o 303-990-8440 f
www.prospectgri.com