Torchlight Energy Resources, Inc.
5700
Plano Parkway, Suite 3600
Plano,
Texas 75093
Telephone:
(214) 432-8002
September
1, 2020
VIA E-MAIL: PACKEBUSCHJ@SEC.GOV
Liz
Packebusch
Division
of Corporation Finance
Office
of Energy and Transportation
United
States Securities and Exchange Commission
100 F.
Street NE
Washington,
D.C. 20549
Re:
Torchlight
Energy Resources Inc.
Registration
Statement on Form S-3
Filed
August 24, 2020
File
No. 333-248316
Dear Ms. Packebusch:
On behalf of Torchlight Energy Resources, Inc. (the
“Company”), and pursuant to Rule 461 promulgated under
the Securities Act of 1933, as amended, I hereby request that the
effectiveness of the Registration Statement referred to above be
accelerated to 4:00 p.m., Eastern Time on September 3,
2020, or as soon thereafter as practicable.
If you have any questions or need any additional information,
please contact Robert D. Axelrod of Axelrod & Smith at (713)
861-1996 x 2 or me at (314) 920-0890. I thank you in
advance for your attention to this matter.
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Very
truly yours,
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By:
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/s/
John Brda
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John
Brda, President
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