United States securities and exchange commission logo December 13, 2023 Anthony Goodman Chief Executive Officer Elray Resources, Inc. 3651 Lindell Road, Suite D101 Las Vegas, NV, 89103 Re: Elray Resources, Inc. Offering Statement on Form 1-A Filed December 6, 2023 File No. 024-12368 Dear Anthony Goodman: This is to advise you that we do not intend to review your offering statement. We will consider qualifying your offering statement at your request. In connection with your request, please confirm in writing that at least one state has advised you that it is prepared to qualify or register your offering. If a participant in your offering is required to clear its compensation arrangements with FINRA, please have FINRA advise us that it has no objections to the compensation arrangements prior to qualification. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Aliya Ishmukhamedova at 202-551-7519 with any questions. Sincerely, Division of Corporation Finance Office of Technology cc: Eric Newlan