October 21, 2024

John Sterling
Executive Vice President, General Counsel & Secretary
Darling Ingredients Inc.
5601 N MacArthur Blvd.
Irving, Texas 75038

        Re: Darling Ingredients Inc.
            Form 10-K for the Fiscal Year Ended December 30, 2023
            Filed February 28, 2024
            Form 8-K Furnished July 25, 2024
            File No. 001-13323
Dear John Sterling:

       We have limited our review of your filing to the financial statements
and related
disclosures and have the following comments.

       Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to this letter, we may have additional
comments.

Form 10-K for the Fiscal Year Ended December 30, 2023
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of
Operations
Financing, Liquidity, and Capital Resources
Indebtedness, page 62

1.     We note your disclosure on page 64 that certain debt is guaranteed by
Darling and
       certain of Darling's subsidiaries, but the summarized financial
information pursuant to
       Rule 13-01(a)(4) of Regulation S-X has been omitted. Please tell us your
       consideration for providing such summarized financial information or
explain to us
       and disclose in future filings if you meet any of the conditions
pursuant to Rule 13-
       01(a)(4)(vi) of Regulation S-X.
Consolidated Statements of Operations, page 82

2.     Please revise future filings to indicate on the face of the statement of
operations
 October 21, 2024
Page 2

       parenthetically that cost of sales excludes depreciation and
amortization. Refer to
       SAB Topic 11.B for guidance. Additionally, consider disclosing the types
of
       expenses that you include in the cost of sales and operating expenses
line item and the
       types of expenses that you include in the selling, general and
administrative expenses
       line item within your MD&A discussion.
Note 23. Related Party Transactions , page 133

3.     We note your related party transaction disclosures related to sales to
the DGD Joint
       Venture. Please identify on the face of your consolidated statements of
operations the
       amounts of the related party transactions and balances in future filings
pursuant to
       Rule 4-08(k) of Regulation S-X.
Form 8-K Furnished July 25, 2024
Exhibit 99.1, page 1

4.     We note you present Segment EBITDA and Combined adjusted EBITDA for each
       segment in the press release. We also note your disclosure of segment
income on a
       consolidated basis. Please note a segment measure of profitability not
considered your
       measure of profitability under ASC 280 is considered a non-GAAP
financial measure
       and subject to the guidance in Item 10(e) of Regulation S-K. In this
regard, please
       reconcile the differences between the non-GAAP financial measures and
the
       comparable GAAP measure, tell us how management uses these measures, and
revise
       to disclose why management believes these measures are useful to
investors. Refer to
       Item 10(e)(1)(i)(B) of Regulation S-X and Question 103.02 of the Staff
s Compliance
       and Disclosure Interpretations on Non-GAAP Financial Measures for
guidance.
Exhibit 99.2, page 3

5.     We note you present non-GAAP financial measures of Feed Ingredients
EBITDA,
       Food Ingredients EBITDA, Fuel Ingredients EBITDA, the respective segment
       adjusted EBITDA, and segment adjusted EBITDA margin in the Earnings
Report
       Presentation before or without discussing the most directly comparable
GAAP
       measures as segment adjusted EBITDA numbers are presented before the
directly
       comparable GAAP measures, and segment adjusted EBITDA margins are
presented
       without the directly comparable GAAP measures. Please revise your future
       disclosures to present GAAP measures with equal or greater prominence
and include a
       reconciliation to the most directly comparable GAAP measures. Also
rename the
       respective segment EBITDA to segment adjusted EBITDA as EBITDA is
earnings
       before interest, taxes, depreciation and amortization   . Refer to Items
10(e)(1)(i)(A)-
       (B) of Regulation S-K and Questions 102.10, 103.01, and 103.02 of the
Division of
       Corporation Finance   s Compliance & Disclosure Interpretations on
Non-GAAP
       Financial Measures for guidance.
        In closing, 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.
 October 21, 2024
Page 3

       Please contact Stephany Yang at 202-551-3167 or Melissa Gilmore at
202-551-3777
with any questions.



                                                       Sincerely,

                                                       Division of Corporation
Finance
                                                       Office of Manufacturing