TEXT-EXTRACT 2 filename2.txt January 31, 2019 Neal Shah Chief Financial Officer NioCorp Developments Ltd. 7000 South Yosemite Street, Suite 115 Centennial, Colorado 80112 Re: NioCorp Developments Ltd. Registration Statement on Form S-3 Filed December 21, 2018 File No. 333-228982 Dear Mr. Shah: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. 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 Ruairi Regan at 202-551-3269 with any questions. Sincerely, Division of Corporation Finance Office of Beverages, Apparel and Mining cc: Andrew Thomas, Esq.