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CORRESP
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CORRESP

 November 19, 2014

Mr. H. Roger Schwall, Assistant Director

 Division of
Corporation Finance

 U.S. Securities and Exchange Commission

100 F Street, N.E.

 Washington, D.C. 20549-3628

Re:
SandRidge Energy, Inc.

 File No. 001-33784

Dear Mr. Schwall,

 SandRidge Energy, Inc.
(the “Company” or “SandRidge”) hereby submits this letter as a follow up to its September 26, 2014 letter in response to the letter (the “August 15 Letter”) of the staff (the
“Staff”) of the U.S. Securities and Exchange Commission (the “Commission”), sent via email on August 15, 2014, which addresses subjects that have been the subject of comment letters and an email previously sent
by the Staff (on July 30, 2013; November 13, 2013; February 4, 2014; and June 3, 2014) and responded to by the Company (on August 21, 2013; December 13, 2013; February 19, 2014; and
August 19, 2014).

 Set forth below in italics is the text of Comment 2 contained in the August 15 Letter, followed by our
response thereto. Capitalized terms used but not otherwise defined herein have the respective meanings ascribed to them in the 2012 Form 10-K.

Comment 2

 Note 12 - Construction Contracts,
page F-34

 2. We have read your response to prior comment one, setting forth your views on the accounting for both the annual, and end-of-contract
CO2 delivery shortfall liabilities, and understand that while you believe FASB ASC 450-20 is applicable, you have not accrued a liability for the end-of-contract penalty because you do not yet consider payment to be probable and estimable. However,
we also note that you recorded a liability for the 2013 annual CO2 delivery shortfall on December 31, 2013, even though the amount appears to have been estimable in an earlier period of time and possibly at the beginning of 2013. For example,
you disclose on pages 6, 78 and F-42 of your 2012 Form 10-K that “the Company expects to accrue between $29.5 million and $36.0 million at December 31, 2013,” due to the penalty provisions of the treating agreement.

 Mr. H. Roger Schwall

U.S. Securities and Exchange Commission

  Page
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 We understand that your annual delivery requirements would be assessed on a calendar year basis under your
agreement in applying FASB 450-20. Accordingly, you should recognize the probable loss each fiscal quarter once it becomes reasonably estimable, i.e. when you expect an annual shortfall to occur and require a penalty payment on January 1 of the
following calendar year, as a liability pursuant to FASB ASC 450-20-25-1 and 25- 2. A similar approach should be applied to the end-of contract penalty provisions.

Please revise your financial statements accordingly; if you believe the effects would not be material and prefer to limit compliance to future filings,
please submit the analysis underlying your view. In either case, please revise your disclosures under this heading and MD&A where indicated and appropriate, to include the following information.

•

The cumulative under-delivered quantity of CO2 at each balance sheet date, the amount of the possible end-of-contract penalty related to this quantity,
and the extent to which this has been accrued each period based on your probability assessments.

•

The annual penalty that will arise based on current period under-deliveries unless over-deliveries are made during the remainder of the year, and the extent to which this has been accrued each period based on
your probability assessments.

•

Any constraints on your ability to over-deliver CO2 in future years to offset the cumulative under-deliveries to date, including a discussion of plant
capacity, and the manner by which this is shared with the counterparty.

•

Any reasonably possible future delivery scenarios having material implications should be addressed in MD&A (e.g., the extent to which you are expecting delivery shortfalls to continue should be addressed
if it is reasonably possible that future over-deliveries will be materially insufficient to offset these amounts).

•

Salient details of the provisions which govern your ability to reduce liquidating damages and to terminate the contract early, including the amounts you would need to pay, the manner in which these are
calculated at any given date, and your assessment of any reasonably possible scenarios evoking these provisions.

•

Clarify the meaning of the language “net of any accrued annual shortfalls” that is used on page 31 of your June 30, 2014 Form 10-Q in discussing the remaining quantities to be delivered under
your contract.

•

The annual and end-of-contract penalty per Bcf amounts should accompany any related discussion of the CO2 delivery shortfalls.

Response

 Background

The Company believes it would be helpful to provide additional clarity about its analysis at the inception of the treating agreement regarding the appropriate
accounting for the annual shortfall penalty. In that regard, the Company notes that there is no single comprehensive standard addressing the accounting for expected losses on executory contracts except when an arrangement is within the scope of
certain industry-specific and transaction-specific guidance that specifically provides for the accrual of losses, such as the following:

 Mr. H. Roger Schwall

U.S. Securities and Exchange Commission

  Page
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•

A firm purchase commitment for goods or inventory under ASC 330 – Inventory

•

Construction or production-type contracts within the scope of ASC 605-35 – Revenue Recognition – Construction-Type and Production-Type Contracts

•

An operating lease that is subleased subject to ASC 840, including ASC 840-20-25-15 and ASC 840-30-35-13, or ASC 420

•

Certain executory contracts subject to ASC 420 – Exit or Disposal Cost Obligations

•

An insurance contract with a premium deficiency subject to ASC 944-60

•

Certain derivative contracts within the scope of ASC 815 – Derivatives and Hedging

•

Arrangements accounted for pursuant to ASC 985-605 – Software – Revenue Recognition.

 Accordingly,
we evaluated whether a loss should be recognized under ASC 420. ASC 420-10-30-7 through 30-9 requires the recognition of a liability for costs that will continue to be incurred under a contract for its remaining term without economic benefit to the
entity at its cease-use date. However, since the commencement of the Century Plant treating agreement (which is an executory contract) the Company has consistently utilized a part of the Century Plant’s processing capacity. Therefore, given
that the Company continues to utilize the Century Plant and has not terminated the contract or agreed to a cease-use date, it would not be appropriate under this guidance to record a liability that contemplated future annual periods. Furthermore,
while the Emerging Issues Task Force (“EITF”) of the Financial Accounting Standards Board discussed loss recognition for all other firmly committed executory contracts from the perspective of the buyer in EITF Issue No. 99-14,
“Recognition by a Purchaser of Losses on Firmly Committed Executory Contracts”, the EITF did not reach a consensus on the issue. Accordingly, there is no current authoritative accounting guidance that would support the accelerated
recognition of future periodic costs attributable to a firmly committed executory contract unless that contract has been terminated.

 Due to the lack of
specific guidance with respect to the accounting for executory contracts, the Company determined the method of accounting for CO2 delivery shortfalls attributable to discrete annual performance
periods within the Century Plant treating agreement to be one based upon the definition of a liability. Paragraph 35 of FASB Concepts Statement No. 6, Elements of Financial Statements, defines a liability as “…probable future
sacrifices of economic benefits arising from present obligations of a particular entity to transfer assets or provide services to other entities in the future as a result of past transactions or events.” Paragraph 36 provides further discussion
of the characteristics of a liability, stating that “A liability has three essential characteristics: (a) it embodies a present duty or responsibility to one or more other entities that entails settlement by probable future transfer or use
of assets at a specified or determinable date, on occurrence of a specified event, or on demand, (b) the duty or responsibility obligates a particular entity, leaving it little or no discretion to avoid the future sacrifice, and (c) the
transaction or other event obligating the entity has already happened.” Because the definition of a liability indicates that the probable sacrifice of economic benefits in the future must have resulted from past transactions or events and the
annual shortfall penalty, calculated in accordance with the terms of the Century Plant treating agreement, is based upon CO2 deliveries made within discrete annual performance periods, the
Company believed the accrual of a liability

 Mr. H. Roger Schwall

U.S. Securities and Exchange Commission

  Page
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for an annual delivery shortfall under the agreement would not be recognized until the end of the year because lower CO2 volumes delivered
in any day (or month or quarter) within the annual period could be offset by higher or adequate CO2 volumes delivered in another day (or month or quarter) within the same annual period.
Therefore, the Company believed that accrual at the end of the period when the penalty could be accurately calculated was acceptable in accordance with available guidance.

Notwithstanding the earlier determination that its method of accounting for the Century Plant treating agreement was acceptable, as a result of discussions
with the Staff, the Company has concluded that an alternative approach with respect to this specific contract would be to review the annual shortfall penalty on a quarterly basis as a loss contingency under the guidance of ASC 450-20, consistent
with the analysis of the end-of-contract penalties, and to apply the guidance in ASC 450-20-25-2 for purposes of its quarterly financial statements. Under the guidance of ASC 450-20-25-2, as natural gas is delivered and processed over each quarterly
period, a portion of the under delivery penalty will potentially be incurred for which the final outcome will not be determined until all deliveries and processing for the annual period have occurred or failed to occur. Therefore, in accordance with
ASC 450-20-25-2, at the end of each quarterly period, the Company should assess whether it is probable that it will be obligated to pay any annual shortfall penalty attributable to its performance under the contract during the portion of the annual
performance period completed thus far. This method of recording only probable losses attributable to the portion of the annual period completed thus far is consistent with the concepts noted within ASC 450-20-25-2, which indicate that even
reasonably estimable losses shall not be accrued if it is not probable that a liability has been incurred at the date of the financial statements because those losses relate to a future period rather than the current or a prior period. Additionally,
the referenced guidance states that the attribution of a loss to events or activities of the current or prior periods is an element of liability incurrence.

Annual Shortfall Penalty

 In accordance with the
guidance described above under ASC 450-20, the Company has performed for each applicable quarterly period of 2012, 2013 and 2014 an analysis to determine (i) an estimated delivery shortfall attributable to each period (ii) the probability
that the Company will be required to pay a $0.25 per Mcf annual under delivery penalty attributable to these calculated periodic delivery shortfalls and (iii) if probable, the proper expense/loss to be accrued. Results of this analysis are
presented below. The Company intends to apply the same analysis to all future quarterly periods during the remaining term of the treating agreement.

(i)
Estimated Period Shortfall

 This volume is determined at the end of each period based
upon a comparison of the average daily quantity of CO2 delivered to date during the current annual performance period and the average daily
CO2 deliveries necessary to meet the delivery requirement for the current annual performance period (“average daily requirement”). Calculated: (average daily requirement less actual
average daily year-to-date CO2 deliveries) multiplied by the number of days elapsed in the current annual performance period.

 Mr. H. Roger Schwall

U.S. Securities and Exchange Commission

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(ii)
Probability

 In order to determine whether or not it is probable that the Company will
be required to pay a $0.25 per Mcf annual under delivery fee attributable to shortfall volumes calculated in (i) above, an analysis of total CO2 deliveries the Company expects to make
during the remainder of the annual period is performed, subject to available processing capacity for the remainder of the annual performance period. This analysis considers (a) deliveries expected from currently producing wells, as well as
(b) the Company’s current intent with respect to its operating activities for the remainder of the annual performance period (e.g. whether it intends to resume drilling in the WTO as a result of changes in oil and/or natural gas prices
during the period) and (c) the Company’s current intent or lack thereof to deliver CO2 under the agreement via purchases from third party producers of CO2 or natural gas for processing at the Century Plant.

(iii)
Accrual

 If, based upon the analysis performed in (ii), the Company determines that it
is probable that it will pay a $0.25 per Mcf penalty attributable to all or a portion of the shortfall volumes determined in (i), such penalty shall be accrued as of the current period end.

Results of the above analysis for each annual period are as follows:

2012

 Estimated Period Shortfall

As the Century Plant was placed into service on September 1, 2012, the annual requirements under the contract became effective at that time, with the 2012
annual requirement included in the terms of the agreement adjusted pro rata for the four-month period then remaining in 2012. The following table presents the estimated penalty attributable to the applicable periods using the above analysis as of
each quarter end (dollars in thousands, except penalty per Mcf):

Q3 2012

Q4
2012

Estimated
Period
Expense

Actual

 Average daily required MMCF

354.934

 Average daily delivered MMCF

81.425

 Average daily required less delivered MMCF

273.509

 YTD Days in Period

30

 Penalty per MCF

$
0.25

 Estimated Period Shortfall

$
2,051

 YTD estimate

$
2,051

$
8,481

 QTD estimate

$
2,051

$
6,430

 Mr. H. Roger Schwall

U.S. Securities and Exchange Commission

  Page
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 Probability and Estimated Accrual

At the end of each quarter, the Company’s analysis indicated an excess of the average daily requirement in comparison to the average daily deliveries and,
therefore, indicated a delivery shortfall attributable to that quarter. At September 30, 2012, the Company intended to continue to produce and deliver natural gas from all active wells in the WTO for the remainder of the annual performance
period, but its drilling plan at that time did not include plans to drill in the WTO nor did the Company intend to purchase CO2 or unprocessed natural gas from other producers for delivery and
processing at the Century Plant. Based on an analysis of CO2 volumes estimated to be delivered from production of the active WTO wells during the remainder of 2012, estimated CO2 deliveries for the 2012 performance period were not expected to be sufficient to overcome the volume shortfall attributable to the interim period ended September 30, 2012. Therefore, the
Company’s analysis indicates that payment of an annual penalty was probable at that time, with approxi