November 12, 2024

Alexander Shen
Chief Executive Officer
TechPrecision Corporation
1 Bella Drive
Westminster, MA 01473

       Re: TechPrecision Corporation
           Amendment No. 1 to Registration Statement on Form S-1
           Filed on November 8, 2024
           File No. 333-279091
Dear Alexander Shen:

     We have reviewed your amended registration statement and have the
following
comments.

        Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies 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 this letter, we may have additional comments. Unless
we note
otherwise, any references to prior comments are to comments in our May 14, 2024
letter.

Amendment No. 1 to Registration Statement on Form S-1 filed on November 8, 2024
General

1.     We note that you are now registering the resale of warrants. Given that
there is no
       recognized and established trading market for those securities, please
disclose on the
       cover page, page 19 and elsewhere the fixed price at which the selling
security holders
       will offer and sell those securities for the duration of the offering or
until they are
       quoted on an exchange or trading market, after which the securities will
be offered
       and sold at prevailing market prices or at negotiated prices
2.     If you intend to register the resale of warrants, please revise the
tabular disclosure on
       page 12 to include separate columns for the warrants.
 November 12, 2024
Page 2

Plan of Distribution, page 19

3.     We note your disclosure on page 19 that your selling securityholders may
sell their
       securities in one or more underwritten offerings on a firm commitment or
best efforts
       basis. Please confirm your understanding that the retention by a selling
stockholder of
       an underwriter would constitute a material change to your plan of
distribution
       requiring a post-effective amendment. Refer to your undertaking provided
pursuant to
       Item 512(a)(1)(iii) of Regulation S-K.
       Please contact Sarah Sidwell at 202-551-4733 or Geoffrey Kruczek at
202-551-3641
with any questions.



                                                           Sincerely,

                                                           Division of
Corporation Finance
                                                           Office of
Manufacturing
cc:   Andrew J. Terjesen