TXO Partners, L.P.
400 West, 7th Street,
Fort Worth, Texas 76102
March 12, 2024
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-6010
Attention: Liz Packebusch
| Re: | TXO Partners, L.P. |
Registration Statement on Form S-3 (File No. 333-277671)
Ladies and Gentlemen:
In accordance with Rule 461 of Regulation C of the General Rules and Regulations under the Securities Act of 1933, as amended, we hereby request acceleration of the effective date of the Registration Statement on Form S-3 (File No. 333-277671) (the Registration Statement) of TXO Partners, L.P. We respectfully request that the Registration Statement become effective as of 4:00 p.m., Eastern Time, on March 14, 2024, or as soon as practicable thereafter. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Latham & Watkins LLP, by calling Mollie Duckworth at (737) 910-7325.
Thank you for your assistance in this matter.
[signature page follows]
| Very truly yours, | ||
| TXO Partners, L.P. | ||
| By: | TXO Partners GP, LLC, its general partner | |
| By: | /s/ Brent W. Clum | |
| Name: Brent W. Clum | ||
| Title: President of Business Operations and Chief Financial Officer | ||
| cc: | (via email) |
Michael Chambers, Latham & Watkins LLP
Mollie Duckworth, Latham & Watkins LLP