November 3, 2021
Via EDGAR
U.S. Securities and Exchange Commission
Division of Corporate Finance
100 F Street, N.E., Mail Stop 3561
Washington, D.C. 20549
| Attention: | Art Tornabene-Zalas |
| RE: | Registration Statement on Form S-3 | |
| File No. 333-260570 |
Dear Mr. Tornabene-Zalas:
Pursuant to Rule 461 under the Securities Act of 1933, as amended, Empire Petroleum Corporation (the “Company”) respectfully requests that the registration statement on Form S-3, File No. 333-260570 (the “Registration Statement”), be declared effective at 5:00 PM., Washington, D.C. time, on November 5, 2021, or as soon as practicable thereafter.
In connection with this request, the Company acknowledges that it 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.
Empire Petroleum Corporation
/s/ Michael R. Morrisett
Michael R. Morrisett
President