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| | One Ridgmar Centre 6500 West Freeway, Suite 800 Fort Worth, Texas 76116 817.989.9000telephone 817.989.9001facsimile www.approachresources.com |
September 28, 2017
Via EDGAR Transmission
Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549
Attention: Mr. H. Roger Schwall, Division of Corporation Finance
| Re: | Approach Resources Inc. |
Registration Statement on FormS-3 filed September 15, 2017, as amended by Amendment No. 1 to Registration Statement on FormS-3 filed September 27, 2017 (the “Registration Statement”)
FileNo. 333-220489
Ladies and Gentlemen:
Pursuant to Rule 461 of the rules and regulations promulgated under the Securities Act of 1933, as amended, Approach Resources Inc. hereby requests that the Securities and Exchange Commission take appropriate action to accelerate the effectiveness of the above-referenced Registration Statement so that it becomes effective at 5:00 p.m., Eastern Time, on October 2, 2017, or as soon thereafter as practicable.
Please address any questions or comments with respect to this request to our counsel, Thompson & Knight LLP, by contacting Jessica Hammons (telephone: (214)969-1349; facsimile: (214)999-1558).
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Sincerely, |
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/s/ Sergei Krylov |
Sergei Krylov |
Executive Vice President and Chief Financial Officer |
cc: | Parhaum J. Hamidi, Attorney-Advisor |
J. Ross Craft, Approach Resources Inc., Chairman of the Board of Directors and Chief Executive Officer
J. Curtis Henderson, Approach Resources Inc., Chief Administrative Officer
Josh Dazey, Approach Resources Inc., Vice President – General Counsel
Jessica. W. Hammons, Thompson & Knight LLP