[LINN LETTERHEAD]
October 24, 2013
Via EDGAR and Facsimile
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Attn: | Brad Skinner |
H. Roger Schwall
Karl Hiller
John Hodgin
Anne Nguyen Parker
Norman von Holtzendorff
| Re: | Linn Energy, LLC |
Form 10-K/A for the Fiscal Year Ended December 31, 2012
Form 10-Q/A for the Quarter Ended March 31, 2013
Form 10-Q/A for the Quarter Ended June 30, 2013
LinnCo, LLC
Form 10-K/A for the Fiscal Year Ended December 31, 2012
Form 10-Q/A for the Quarter Ended March 31, 2013
Form 10-Q/A for the Quarter Ended June 30, 2013
Ladies and Gentlemen:
In response to the telephonic conversation held on October 23, 2013 between Karl Hiller, Branch Chief, Brad Skinner, Senior Assistant Chief Accountant, Norman von Holtzendorff, Attorney-Advisor, Anne Nguyen Parker, Branch Chief, H. Roger Schwall, Assistant Director, Candice J. Wells, Vice President, General Counsel and Corporate Secretary of Linn Energy, LLC (“LINN”) and LinnCo, LLC (“LinnCo,” and, together with LINN, the “Registrants”), and Michael Dillard of Latham & Watkins LLP, the Registrants are providing the staff of the Securities and Exchange Commission drafts of the following documents:
| • | Amendment No. 1 to Annual Report of LINN for the fiscal year ended December 31, 2012 on Form 10-K/A; |
| • | Amendment No. 1 to Quarterly Report of LINN for the quarter ended March 31, 2013 on Form 10-Q/A; |
| • | Amendment No. 1 to Quarterly Report of LINN for the quarter ended June 30, 2013 on Form 10-Q/A; |
October 24, 2013
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| • | Amendment No. 1 to Annual Report of LinnCo for the fiscal year ended December 31, 2012 on Form 10-K/A; |
| • | Amendment No. 1 to Quarterly Report of LinnCo for the quarter ended March 30, 2013 on Form 10-Q/A; and |
| • | Amendment No. 1 to Quarterly Report of LinnCo for the quarter ended June 30, 2013 on Form 10-Q/A. |
Please contact the undersigned at (281) 840-4156 if you have any questions or comments with respect to the attached drafts.
| Very truly yours, | ||
| LINN ENERGY, LLC | ||
| LINNCO, LLC | ||
| By: | /s/ Candice J. Wells | |
| Candice J. Wells | ||
| Vice President, General Counsel and Corporate Secretary | ||
| Cc: | Michael E. Dillard | |
| Sean T. Wheeler | ||
| Divakar Gupta | ||
| Latham & Watkins LLP | ||
| Daniel A. Neff | ||
| David K. Lam | ||
| Wachtell, Lipton, Rosen & Katz | ||
| Kelly B. Rose | ||
| Baker Botts L.L.P. | ||
