SecProbe.io

Mail Stop 4628

April 7 , 201 7

Via E -mail
Ben M. Palmer
Chief Financial Officer
RPC, Inc.
2801 Buford Highway, Suite 520
Atlanta, Georgia 30329

Re: RPC, Inc.
Form 10 -K for Fiscal Year Ended December 31, 2015
Filed February 29, 2016
Form 10 -K for Fiscal Year Ended  December 31, 201 6
Filed February 2 8, 201 7
Supplemental Response dated February 15 , 2017
File No. 1 -08726

Dear Mr. Palmer :

We have reviewed  your February 15 , 2017 response to our comment letter and have the
following comments.  In some of our comments , we may ask you to provide us with information
so we may better understand your disclosure.

Please respond to these comments  within ten busine ss days by providing the requested
information or advis e us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.

After reviewing your response to these  comments, we may have additional comments.
Unless we note otherwise, our references to prior comments are to comments in our February 3 ,
2017 letter .

Ben M. Palmer
RPC, Inc.
April 7 , 2017
Page 2

 Form 10 -K for Fiscal Year Ended December 31, 2016

Financial Statements and Supplementary Data

Notes to Consolidated Financial Statements, page 41

Note 5: Income Taxes, page 50

1. You have identified “basis differences in variable interest entities” as a component of
your deferred tax assets and liabilities as of December 31, 2016 and 2015.  However, it
does not appear that disclosure in other sections of your filing identifies or addresses this
variable interest entity.  Tell us about this entity, describe the nature of your interest, and
explain your application of the guidance per FASB ASC 810.

Note 12: Business Segment Information, page 62

2. We note your response to prior comment 1.  Please provide additional detail regarding
each legal entity grouping (“LEG”) to address the following:

 Clarify whether the chief operating decision maker (“CODM”) is provided  with or
reviews financial data that includes any sub -categories within each LEG.  For
example, describe how your Technical Services and Support Services segments
within each LEG are addressed as part of discussions between the general managers
and the COD M regarding variances of budget to actual results ;

 Describe the extent to which general managers have decision making authority
considering that, although the CODM has the authority to make final decisions, he
relies on the general managers to execute h is strategic directives; and

 Tell us about the structure of your process for entering into service contracts (e.g.,
whether customers typically enter into contracts with each LEG separately).

3. Your letter dated January 12, 2017 states that the CODM does n ot make resource
allocation decisions on any individual service line without considering all of the services
offered in the specific operating segment since the service lines are closely aligned and
managed.   Clarify the manner in which your individual ser vice lines and operating
segments are considered by the CODM and the general managers when resource
allocation decisions are made considering that your organizational and management
structure appears to be based on LEGs.

4. The response to comment 1 in your letter dated January 12, 2017 states that the CODM
relies on the general managers to execute his strategic directives based on his review at
the Technical Services and Support Services level.  This response also states that the
general managers are respons ible for both the Technical Services and Support Services

Ben M. Palmer
RPC, Inc.
April 7 , 2017
Page 3

 operating activities within their LEGs.  Tell us how directives are made from the CODM
to the general managers, the level at which these directives are made (e.g., at the
Technical Services or Suppo rt Services level within the respective LEG) , and how the
general managers consider the Technical Services and Support Services operating
activities in executing these directives .  In addition, tell us more about the manner in
which the general managers di scuss the various growth opportunities, risks, and
operational issues facing each operating segment with the CODM considering that their
areas of responsibility are based on the LEGs.

5. We note that t he CODM makes resource allocation decisions based on your operating
segments.  Explain the request and approval process within each LEG for the allocation
of capital between Technical Services and Support Services and tell us whether the
CODM ever further allocates resources to a specific LEG.

6. You describe the service line financial information included in the monthly reporting
package provided to the CODM as secondary in your letter dated January 12, 2017 .  Tell
us more about how the CODM uses service lin e revenue and gross profit information
along with budget to actual data.  In addition, clarify whether the monthly discussions of
budget to actual variances include discussions at the service line level.

You may contact Wei Lu, Staff Accountant, at (202) 551 -3725 or me at (202) 551 -3311
with any questions.

Sincerely,

 /s/ Ethan Horowitz

Ethan Horowitz
Accounting Branch Chief
Office of Natural Resources