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                             March 2, 2021

       Eric D. Marsh
       President, Chief Executive Officer and Chairman of the Board
       Vine Resources Inc.
       5800 Granite Parkway, Suite 550
       Plano, Texas 75024

                                                        Re: Vine Energy Inc.
                                                            Registration
Statement on Form S-1
                                                            Filed February 22,
2021
                                                            File No. 333-253366

       Dear Mr. Marsh:

              We have reviewed your registration statement and have the
following 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-1 Filed February 22, 2021

       Prospectus Summary
       Recent Developments, page 10

   1.                                                   The disclosure on page
11 regarding the impact of the COVID-19 pandemic states that
                                                        lower levels of natural
gas supply have pushed current prices higher, positively impacting
                                                        your results of
operations and cash flows. However, disclosure in your filing states
                                                        that the average sales
prices of natural gas you produced was lower in 2020 than in 2019.
                                                        Revise your disclosure
to clarify the effects of the COVID-19 pandemic.
       Corporate Reorganizations, page 13

   2.                                                   We note the disclosure
that if you experience a change of control or the Tax Receivable
                                                        Agreement terminates
early, you could be required to make a substantial, immediate
 Eric D. Marsh
FirstName  LastNameEric D. Marsh
Vine Resources  Inc.
Comapany
March      NameVine Resources Inc.
       2, 2021
March2 2, 2021 Page 2
Page
FirstName LastName
         lump-sum payment. Please revise here to quantify the likely tax
benefits to be realized
         and paid to the Existing Owners. In this regard, we note the
disclosure on page 144.
Risk Factors
Our hedging activities could result in financial losses or reduce our income. ,
page 43

3.       We note the new disclosure that your Second Lien Term Loan requires
that you hedge
         70% of your production for the next 24 months. You further state that
as a result of this
         hedging requirement, you are impacted less by gas price volatility
during this time frame
         than future periods where a smaller percentage of your production is
subject to derivative
         contracts. Please balance your risk factor to disclose the potential
impact to you from
         price increases. We note your disclosure on page 11.
Vine Oil & Gas LP
Notes to Financial Statements
Note 13 - Supplemental Natural Gas Information (Unaudited)
Standardized Measure of Discounted Future Net Cash Flows Relating to Proved
Natural Gas
Reserves, page F-31

4.       Consistent with disclosure previously provided, revise to address the
amount of future
         income tax expense that would have been included in your calculation
of the standardized
         measure of discounted future net cash flows if you were a taxpaying
entity for federal
         income tax purposes. This comment also applies to the financial
statements of Brix
         Oil & Gas LP and Harvest Royalties Holdings LP.
Exhibits and Financial Statement Schedules, page II-2

5.       We have read your response to prior comment 20 and note that the
reserves reports filed
         as Exhibits 99.1 through 99.9 continue to include disclosure entitled
  Petroleum Reserves
         and Resource Classification and Definitions    as an attachment to
each respective report.
         This attachment appears to include selected information that is
excerpted from the Society
         of Petroleum Engineers (   SPE   ), the World Petroleum Council (
WPC   ), the American
         Association of Petroleum Geologists (   AAPG   ), and the Society of
Petroleum Evaluation
         Engineers (   SPEE   ) Petroleum Resources Management System (   PRMS
 ).

         Item 1201(c) of Regulation S-K specifies that the definitions in Rule
4-10(a) of
         Regulation S-X shall apply for purposes of disclosure under Subpart
229.1200 in the
         preparation of the estimates of the proved, probable and possible
reserves disclosed in the
         reserves report and in the prospectus. The inclusion of the referenced
attachment appears
         to be inconsistent with the disclosure in each report that the
estimates of proved, probable
         and possible reserves presented in the report were prepared in
conformance with the
         Securities and Exchange Commission (SEC) definitions and requirements
as set-forth in
         Rule 4-10(a) of Regulation S-X. Please obtain and submit revised
reserve reports to
         resolve this inconsistency or tell us why a revision is not needed.
 Eric D. Marsh
Vine Resources Inc.
March 2, 2021
Page 3

        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.

        You may contact Joseph Klinko, Staff Accountant, at 202-551-3824 or
Ethan Horowitz,
Accounting Branch Chief, at 202-551-3311 if you have questions regarding
comments on the
financial statements and related matters. You may contact John Hodgin,
Petroleum Engineer, at
202-551-3699 with questions about engineering comments. Please contact Irene
Barberena-
Meissner, Staff Attorney, at 202-551-6548 or Loan Lauren Nguyen, Legal Branch
Chief, at 202-
551-3642 with any other questions.



                                                           Sincerely,
FirstName LastNameEric D. Marsh
                                                           Division of
Corporation Finance
Comapany NameVine Resources Inc.
                                                           Office of Energy &
Transportation
March 2, 2021 Page 3
cc:       Michael Rigdon, Esq.
FirstName LastName