March 25, 2019

Nevan Elam
Chief Executive Officer
Rezolute, Inc.
201 Redwood Shores Parkway, Suite 315
Redwood City, CA 94065

       Re: Rezolute, Inc.
           Preliminary Proxy Statement on Schedule 14A
           Filed on March 11, 2019
           File No. 000-54495

Dear Mr. Elam:

      We have reviewed your filing and have the following comment. In our
comment, we
may ask you to provide us with information so we may better understand your
disclosure.

       Please respond to the comment within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comment applies to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to the comment, we may have additional
comments.

Preliminary Proxy Statement on Schedule 14A filed on March 11, 2019

Proposal 3 - Share Increase Proposal, page 12

1.    The disclosure contained in your Form 8-K filed on January 31, 2019, and
the Series AA
      Preferred Stock Purchase Agreement filed as Exhibit 10.3 to your Form
10-Q filed on
      February 14, 2019, indicate that:
        The Series AA Preferred Stock will automatically convert into shares of
common
         stock effective upon an increase in your authorized common stock;
        On an as-converted basis, the purchasers of Series AA Preferred Stock
beneficially
         own an aggregate of 54% of your common stock and that a change of
control
         occurred;
        You have agreed to register the resale of the common shares issuable
upon conversion
         of the Series AA Preferred Stock within 60 days of the closing date of
the Series AA
         Preferred Stock financing.

      Accordingly, please amend your disclosure to provide a description of the
terms of the
 Nevan Elam
Rezolute, Inc.
March 25, 2019
Page 2
      Series AA Preferred Stock financing, including disclosure required by
Item 11 and Item
      6(e) of Schedule 14A. Also revise to explain the effect of the
transaction on your existing
      shareholders.
        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 Christine Westbrook at 202-551-5019 or Joe McCann at
202-551-6262
with any questions.



                                                            Sincerely,
FirstName LastNameNevan Elam
                                                            Division of
Corporation Finance
Comapany NameRezolute, Inc.
                                                            Office of
Healthcare & Insurance
March 25, 2019 Page 2
cc:       Anthony Epps, Esq.
FirstName LastName