United States securities and exchange commission logo
February 1, 2021
Travis D. Stice
Chief Executive Officer
Diamondback Energy, Inc.
500 West Texas Avenue
Suite 1200
Midland, TX 79701
Re: Diamondback Energy,
Inc.
Registration
Statement on Form S-4
Filed January 22,
2021
File No. 333-252338
Dear Mr. Stice:
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, Attorney-Advisor, at
202-551-3844 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Energy & Transportation
cc: Seth R. Molay