303 West Wall Street, Suite 1800
Midland, Texas 79701
August 2, 2018
VIA EDGAR
Mr. John Reynolds
Assistant Director
Office of Natural Resources
Division of Corporation Finance
United States Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549-3561
| Re: | Legacy Reserves Inc. |
Registration Statement on Form S-4 |
Filed April 6, 2018 |
File No. 333-224182 |
Ladies and Gentlemen:
Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Legacy Reserves Inc., a Delaware corporation (the “Company”) hereby requests acceleration of the effective date of its Registration Statement on Form S-4, File No. 333-224182, as amended (the “Registration Statement”), to 4:00 p.m., Eastern Time, on Friday, August 3, 2018, or as soon thereafter as practicable.
Please contact Matthew R. Pacey, P.C., of Kirkland & Ellis LLP, special counsel to the Company, at (713) 836-3786, as soon as the Registration Statement has been declared effective, or if you have any other questions or concerns regarding this matter.
Sincerely,
LEGACY RESERVES INC. | ||
| By: | /s/ James Daniel Westcott | |
| Name: | James Daniel Westcott | |
| Title: | President and Chief Financial Officer | |