April 4, 2019

Travis D. Stice
Chief Executive Officer
Diamondback Energy, Inc.
500 West Texas, Suite 1200
Midland, TX 79701

       Re: Diamondback Energy, Inc.
           Registration Statement on Form S-4
           Filed March 22, 2019
           File No. 333-230446

Dear Mr. Stice:

       We have limited our review of your registration statement to those
issues we have
addressed in our comments. In some of our comments, we may ask you to provide
us with
information so we may better understand your disclosure.

       Please respond to this letter by amending your registration statement
and providing the
requested information. If you do not believe our comments apply to your facts
and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

       After reviewing any amendment to your registration statement and the
information you
provide in response to these comments, we may have additional comments.

Registration Statement on Form S-4

General

1.     Please confirm your understanding that we will not be in a position to
accelerate the
       effectiveness of your registration statement on Form S-4 until all
outstanding comments
       regarding your Form 10-K for the fiscal year ended December 31, 2018
have been
       resolved.
2.     We note that you incorporate by reference your Annual Report filed on
Form 10-K for the
       fiscal year ended December 31, 2018. However, the Form 10-K incorporates
information
       from the company s proxy statement which has not yet been filed. Please
note that we will
       not be in a position to declare your filing effective until such time as
the complete
       disclosure required by Form 10-K has been filed. Thus, please either
amend the Form 10-
       K to include the Part III information or file the proxy statement.
Please refer to
 Travis D. Stice
Diamondback Energy, Inc.
April 4, 2019
Page 2
         Compliance and Disclosure Interpretations, Securities Act Forms,
Question 123.01, which
         can be found on our website, for guidance.
        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.

       Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.

       Please contact Karina Dorin, Staff Attorney, at (202) 551-3763 or Loan
Lauren Nguyen,
Legal Branch Chief, at (202) 551-3642 with any questions.



FirstName LastNameTravis D. Stice                           Sincerely,
Comapany NameDiamondback Energy, Inc.
                                                            Division of
Corporation Finance
April 4, 2019 Page 2                                        Office of Natural
Resources
FirstName LastName