Eclipse Resources Corporation
Via EDGAR
June 17, 2014
H. Roger Schwall, Assistant Director
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-4628
Re: | Eclipse Resources Corporation |
Registration Statement on Form S-1 (as amended) |
File No. 333-195679 |
Ladies and Gentlemen:
Eclipse Resources Corporation (the “Company”) hereby respectfully requests that the effective date of the above referenced Registration Statement on Form S-1 be accelerated to 2:30 p.m. (Washington, D.C. time) on June 19, 2014, or as soon practicable thereafter.
The Company hereby acknowledges that:
• | should the Securities and Exchange Commission (the “Commission”) or the staff of the Division of Corporation Finance of the Commission (the “Staff”), acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; |
• | the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the accuracy and adequacy of the disclosure in the filing; and |
• | the Company may not assert Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
Please notify Bryn A. Sappington of Fulbright & Jaworski LLP (a member of Norton Rose Fulbright) at (214) 855-7180 upon the effectiveness of the Registration Statement or if you have any questions regarding this request.
Thank you for your assistance in this matter.
Sincerely, | ||
Eclipse Resources Corporation | ||
By: | /s/ Benjamin W. Hulburt | |
Name: | Benjamin W. Hulburt | |
Title: | Chairman, President and Chief Executive Officer |
cc: | Christopher K. Hulburt, Eclipse Resources Corporation |
Matthew R. DeNezza, Eclipse Resources Corporation |
Glen Hettinger, Norton Rose Fulbright |
Bryn A. Sappington, Norton Rose Fulbright |
Sean T. Wheeler, Latham & Watkins LLP |