TEXT-EXTRACT 2 filename2.txt United States securities and exchange commission logo June 23, 2022 Matthew Kaes Van't Hof President and Chief Financial Officer Diamondback Energy, Inc. 500 West Texas, Suite 1200 Midland, Texas 79701 Re: Diamondback Energy, Inc. Registration Statement on Form S-4 Filed June 13, 2022 File No. 333-265558 Dear Mr. Van't Hof: 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 Filed June 13, 2022 General 1. Please confirm your understanding that we will not be in a position to accelerate the effectiveness of your registration statement until our comments relating to your Form 10- K for the fiscal year ended December 31, 2021 have been resolved. 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. Matthew Kaes Van't Hof Diamondback Energy, Inc. June 23, 2022 Page 2 Please contact Michael Purcell, Staff Attorney at 202-551-5351 or Karina Dorin, Staff Attorney at 202-551-3763 with any other questions. Sincerely, FirstName LastNameMatthew Kaes Van't Hof Division of Corporation Finance Comapany NameDiamondback Energy, Inc. Office of Energy & Transportation June 23, 2022 Page 2 cc: John Goodgame FirstName LastName