TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo April 15, 2024 Martyn Willsher President and Chief Executive Officer Amplify Energy Corp. 500 Dallas Street, Suite 1700 Houston, TX 77002 Re: Amplify Energy Corp. Registration Statement on Form S-3 Filed April 8, 2024 File No. 333-278555 Dear Martyn Willsher: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Anuja A. Majmudar at 202-551-3844 with any questions. Sincerely, Division of Corporation Finance Office of Energy & Transportation cc: Matt Pacey