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United States securities and exchange commission logo





                            July 28, 2023

       Jason Barnard
       Chief Executive Officer
       Foremost Lithium Resource & Technology Ltd.
       2500-700 West Georgia Street
       Vancouver, British Columbia V7Y 1B3
       Canada

                                                        Re: Foremost Lithium
Resource & Technology Ltd.
                                                            Amendment No. 3 to
Registration Statement on Form F-1
                                                            Filed July 26, 2023
                                                            File No. 333-272028

       Dear Jason Barnard:

             We have reviewed your amended registration statement and have the
following
       comments. In some of our comments, we may ask you to provide us with
information so we
       may better understand your disclosure.

              Please respond to this letter by amending your registration
statement and providing the
       requested information. If you do not believe our comments apply to your
facts and
       circumstances or do not believe an amendment is appropriate, please tell
us why in your
       response.

              After reviewing any amendment to your registration statement and
the information you
       provide in response to these comments, we may have additional comments.

       Amendment No. 3 to Registration Statement on Form F-1 filed on July 26,
2023

       Properties
       Material Properties - The Lithium Lane Properties
       Zoro Property, page 64

   1.                                                   Please update your
disclosures of the inferred mineral resource for the Zoro property on
                                                        page 76, including the
labels and accompanying narratives indicating the estimate has
                                                        various effective
dates, including March 31, 2022, May 25, 2018, and January 16, 2023,
                                                        as necessary to resolve
these inconsistencies and to provide the estimate as of March 31,
                                                        2023, the end of your
most recently completed fiscal year, to comply with Item 1304(d)(1)
                                                        of Regulation S-K.
 Jason Barnard
FirstName  LastNameJason
Foremost Lithium ResourceBarnard
                          & Technology Ltd.
Comapany
July       NameForemost Lithium Resource & Technology Ltd.
     28, 2023
July 28,
Page  2 2023 Page 2
FirstName LastName
         Please also update corresponding references to the estimate, as appear
in the second
         paragraph on page 59 and the table on page 74, and provide any
incremental disclosures
         that are necessary to address change in the estimate since the end of
the prior fiscal year to
         comply with Items 1303(b)(3) and 1304(e) of Regulation S-K.
Change in Registrant's Certifying Accountant, page 142

2.       Please revise your disclosure to indicate you had not consulted with
Davidson
         & Company LLP on any of the matters specified in Item 16(F)(a)(2) of
Form 20-F
         during the two most recent fiscal years and the subsequent interim
period through May 25,
         2023, which is the date you engaged them to be your auditor rather
than through July 25,
         2023.
Financial Statements
Notes to Financial Statements
Note 1. Nature and Continuance of Operations, page F-11

3.       We note your disclosure that on July 5, 2023 you consolidated your
common shares on the
         basis of fifty (50) pre-consolidation common shares for one (1)
post-consolidation
         common share. All shares, warrants and stock options in your
consolidated financial
         statements are on post consolidated basis. Please address the
following:

                Have your predecessor auditor provide you an audit opinion
which
              provides audit coverage of the financial statement changes
resulting from your share
              consolidation;

                Remove any remaining disclosures, including on your cover page,
that historical
              financial statements and the notes thereto do not reflect this
consolidation; and

                Include disclosure of this July 5,2023 share consolidation in
Note 17- Subsequent
              Events.
Exhibits and Financial Statement Schedules, page II-4

4.       We note the consents you have filed as Exhibits 23.4 and 23.5 are
dated January 17, 2023,
         and refer to a Technical Report Summary pertaining to the Zoro Lithium
Project, having
         an effective date of December 28, 2022. However, disclosures on page
15 of the
         Technical Report Summary at Exhibit 96.1 state the effective date of
the report is January
         16, 2023, although there are also disclosures on page 22 referencing
an effective date
         of December 28, 2022.

         We note that both references appear to differentiate between the
effective date of the
         report and the effective date of the estimate, by indicating the later
is July 6, 2018 while
         expressing an opinion about the absence of change either through March
31, 2022 on page
         15, or December 28, 2022 on page 22.
 Jason Barnard
Foremost Lithium Resource & Technology Ltd.
July 28, 2023
Page 3

      Please discuss these inconsistent representations about the effective
date of the estimate or
      the opinion regarding the absence of change in the estimate, and the
effective date of the
      report with the third party engineers, and arrange to obtain and file a
revised Technical
      Report Summary that resolves these inconsistencies.

      Please also obtain and file updated consents from the third party
engineers associated with
      the Technical Report Summary for the Zoro Property, and the associated
disclosures of
      the estimates that you will need to provide as of March 31, 2023, and
ensure that these are
      referencing the correct date of the Technical Report Summary.
        You may contact John Cannarella, Staff Accountant, at (202) 551-3337 or
Jenifer
Gallagher, Staff Accountant, at (202) 551-3706 if you have questions regarding
comments on the
financial statements and related matters. For questions regarding engineering
matters, you may
contact John Coleman, Mining Engineer, at (202) 551-3610. Please contact Cheryl
Brown, Staff
Attorney, at (202) 551-3905 or Laura Nicholson, Special Counsel, at (202)
551-3584 with any
other questions.



                                                            Sincerely,
FirstName LastNameJason Barnard
                                                   Division of Corporation
Finance
Comapany NameForemost Lithium Resource & Technology Ltd.
                                                   Office of Energy &
Transportation
July 28, 2023 Page 3
cc:       Anthony Epps, Esq.
FirstName LastName
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