Amplify Energy Corp.

500 Dallas Street, Suite 1700

Houston, Texas 77002

(713) 490-8900

April 7, 2021

Via EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, NE

Washington, D.C. 20549

 

Re:

Amplify Energy Corp.

Registration Statement on Form S-3

File No. 333-254149

Ladies and Gentlemen:

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Amplify Energy Corp., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, hereby requests acceleration of the effective date of its Registration Statement on Form S-3, File No. 333-254149, as amended (the “Registration Statement”), to 5:00 p.m., Eastern Time, on April 9, 2021, or as soon thereafter as practicable.

Please contact Matthew R. Pacey, P.C. of Kirkland & Ellis LLP at (713) 836-3786, as soon as the Registration Statement has been declared effective, or if you have any other questions or concerns regarding this matter.

 

cc:	Matthew R. Pacey, P.C., Kirkland & Ellis LLP

 

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