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SEC Company Response from Cheniere Energy, Inc. (LNG) (CIK 0000003570) (LNG) — Dec 18, 2012

Cheniere Energy, Inc. (LNG) (CIK 0000003570)
Date: Dec. 18, 2012 · CIK: 0000003570 · Accession: 0000003570-12-000159

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Referenced dates: December 4, 2012

Date
December 18, 2012
Author
Meg A. Gentle
Form
CORRESP
Company
Cheniere Energy, Inc. (LNG) (CIK 0000003570)

Letter

Securities and Exchange Commission Filed February 24, 2012 Definitive Proxy Statement on Schedule 14A Filed April 19, 2012 File Nos. 1-16383 and 1-33366

Re:

Dear Mr. Mew:

In connection with comments received from the staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”) by letter dated December 4, 2012, with respect to the Form 10-Ks filed by Cheniere Energy, Inc., a Delaware corporation (the “Company”), and Cheniere Energy Partners, L.P., a Delaware limited partnership (the “Partnership”), for fiscal year ended December 31, 2011 (File Nos. 1-16383 and 1-33366) (collectively, the “10-Ks”), the Company and the Partnership acknowledge the following: (i) the Company or the Partnership, as applicable, is responsible for the adequacy and accuracy of the disclosures in the filing; (ii) Staff comments or changes to disclosure in response to Staff comments do not foreclose the Commission from taking any action with respect to the filing; and (iii) the Company and the Partnership may not assert Staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Very truly yours,
Cheniere Energy, Inc.

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CORRESP
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		CEI 2012 CORRESP SEC Comment Letter Response 2

December 18, 2012

Mr. Andrew D. Mew

Accounting Branch Chief

Securities and Exchange Commission

Washington, DC 20549

Re:

 Cheniere Energy, Inc.

Cheniere Energy Partners, L.P.

Form 10-K for Fiscal Period Ended December 31, 2011

Filed February 24, 2012

Definitive Proxy Statement on Schedule 14A

Filed April 19, 2012

File Nos. 1-16383 and 1-33366

Dear Mr. Mew:

In connection with comments received from the staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”) by letter dated December 4, 2012, with respect to the Form 10-Ks filed by Cheniere Energy, Inc., a Delaware corporation (the “Company”), and Cheniere Energy Partners, L.P., a Delaware limited partnership (the “Partnership”), for fiscal year ended December 31, 2011 (File Nos. 1-16383 and 1-33366) (collectively, the “10-Ks”), the Company and the Partnership acknowledge the following: (i) the Company or the Partnership, as applicable, is responsible for the adequacy and accuracy of the disclosures in the filing; (ii) Staff comments or changes to disclosure in response to Staff comments do not foreclose the Commission from taking any action with respect to the filing; and (iii) the Company and the Partnership may not assert Staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

 Very truly yours,

 Cheniere Energy, Inc.

 Cheniere Energy Partners, L.P.

 By:

 Cheniere Energy Partners GP, LLC,

 its general partner

 /s/ Meg A. Gentle

 Meg A. Gentle

 Senior Vice President & Chief Financial Officer