SecProbe.io

Division of Corporate Finance Securities and Exchange Commission 100 F Street N.E. Washington, DC 20549-4628

Re: Kosmos Energy Ltd. (the “Company”)

Dear Ms. Wall and Mr. Hodgin:

This letter is in response to your letter dated May 20, 2022. We have set forth your comments followed by the Company’s response.

Form 10-K for the Fiscal Year ended December 31, 2021

Business

Operations by Geographic Area, page

1. We have read your response to prior comment 1 and note that you propose to disclose volumes of production and average sales prices and costs by geographic area/field on an aggregated basis, for oil/condensate, natural gas liquids and natural gas combined.

We also note from your response to prior comment 2 that you propose to discontinue reporting natural gas liquids production and the corresponding average sales prices in your Results of Operations disclosure on page 69.

While we do not object to your aggregation of reserve information based on the relative significance of the reserves we believe that separate disclosure of production volumes, average sales prices and costs by final product sold is nevertheless required by Items 1204(a) and (b)(1) of Regulation S-K. We reissue prior comment 1.

We respectfully acknowledge the Staff’s comment and propose to further revise our disclosure in our future 10-K filings to include separate disclosure of volumes of production and average sales prices and costs by geographic area/field by final product sold as opposed to on an aggregated basis, for oil/condensate, natural gas liquids and natural gas combined. Consistent with Instruction 5 to Item 1204 of Regulation S-K, we propose to provide cost information under a common unit of measure.

For the fiscal years ended December 31, 2021, 2020 and 2019, this revised tabular disclosure would have been as follows.

Kosmos Energy Ltd.

c/o Kosmos Energy, LLC 8176 Park Lane, Suite 500 Dallas, Texas 75231 Phone 214-445-9600 Fax 214 363 9024

Percentage of BOE Sales Volumes

Sales Volumes (Net to Kosmos)

Average sales price

Revenue

(in thousands)

Production costs per BOE(2)

Depletion, depreciation and amortization per BOE

Oil

NGL

Gas

Total

Oil

NGL

Gas

Total

(MMBbls)

(Bcf)

(MMBOE)

(per Bbl)

(per Bcf)

(per BOE)

For the year ended December 31,

Jubilee

35%

7.0

—

—

7.0

$71.21

—

—

$71.21

$500,541

$11.12

$23.93

TEN

10%

2.0

—

—

2.0

$73.82

—

—

$73.82

143,691

$37.47

$37.30

Ghana(1)

45%

9.0

—

—

9.0

$71.77

—

—

$71.77

644,232

$16.83

$26.84

Equatorial Guinea

19%

3.7

—

—

3.7

$70.39

—

—

$70.39

260,520

$25.13

$15.26

Mauritania/Senegal

—

—

—

—

—

—

—

—

—

—

—

—

U.S. Gulf of Mexico

36%

5.8

0.5

4.9

7.2

$67.35

$28.62

$3.85

$59.57

427,261

$14.21

$23.44

Total

100%

18.5

0.5

4.9

19.9

$70.10

$28.62

$3.85

$67.10

$1,332,013

$17.44

$23.54

Jubilee

31%

6.7

—

—

6.7

$38.84

—

—

$38.84

$261,540

$14.60

$20.00

TEN

13%

3.0

—

—

3.0

$35.23

—

—

$35.23

104,975

$23.85

$33.81

Ghana

44%

9.7

—

—

9.7

$37.73

—

—

$37.73

366,515

$17.44

$24.27

Equatorial Guinea

18%

4.0

—

—

4.0

$37.79

—

—

$37.79

152,501

$20.02

$16.05

Mauritania/Senegal

—

—

—

—

—

—

—

—

—

—

—

—

U.S. Gulf of Mexico

38%

6.8

0.6

5.9

8.4

$39.39

$10.25

$2.00

$34.08

285,017

$10.56

$21.74

Total

100%

20.5

0.6

5.9

22.1

$38.29

$10.25

$2.00

$36.36

$804,033

$15.31

$21.97

Jubilee

31%

7.6

—

—

7.6

$66.11

—

—

$66.11

$502,499

$14.53

$19.60

TEN

15%

3.8

—

—

3.8

$61.53

—

—

$61.53

236,410

$20.23

$31.17

Ghana

46%

11.4

—

—

11.4

$64.57

—

—

$64.57

738,909

$16.45

$23.49

Equatorial Guinea

19%

4.7

—

—

4.7

$64.19

—

—

$64.19

300,547

$19.35

$16.14

Mauritania/Senegal

—

—

—

—

—

—

—

—

—

—

—

—

U.S. Gulf of Mexico

35%

7.2

0.5

6.2

8.8

$60.42

$14.80

$2.47

$52.23

459,960

$14.06

$24.31

Total

100%

23.3

0.5

6.2

24.9

$63.25

$14.80

$2.47

$60.14

$1,499,416

$16.15

$22.62

(1) Our sales volumes during 2021 includes activity related to our acquisition of additional interests in Ghana from October 13, 2021, the acquisition date, through December 31, 2021. Our year-end proved reserves also include the additional interests acquired.

(2) Substantially all NGLs and natural gas sales are associated production from our oil wells and, therefore, production costs metrics are presented under a common unit of measure.

Our Reserves

Summary of Oil and Gas Reserves, page 21

2. We understand from your response to prior comment 2 that you prefer not disclosing natural gas liquids reserve information separately because you regard these quantities to be immaterial as a proportion of total proved reserves for the years ended December 31, 2021, 2020, and 2019. Please expand your disclosures on pages 21 and 125 to include your justification for aggregating natural gas liquids and crude oil/condensate reserves.

We respectfully acknowledge the Staff’s comment and will revise disclosure in our future 10-K filings on pages 21 and 125 to specifically include our justification for aggregating natural gas liquids and crude oil/condensate reserves.

For the fiscal year ended December 31, 2021, this disclosure would have been as follows:

Natural gas liquids proved reserves represent an immaterial amount of our total proved reserves. Therefore, we have aggregated natural gas liquids and crude oil/condensate reserves information.

Kosmos Energy Ltd.

c/o Kosmos Energy, LLC 8176 Park Lane, Suite 500 Dallas, Texas 75231 Phone 214-445-9600 Fax 214 363 9024

3. We have read your response to prior comment 6 and note your proposed disclosure revisions appear to be limited to changes in your total proved reserves. Please further revise your intended disclosures to also address changes in your proved undeveloped reserves to comply with Item 1203(b) of Regulation S-K, as previously advised.

We respectfully acknowledge the Staff’s comment and propose further revised disclosure in our future 10-K filings that addresses changes in our proved undeveloped reserves in addition to changes in our total proved reserves.

For the fiscal year ended December 31, 2021, this disclosure would have been as follows.

Ghana Equatorial Guinea Mauritania / Senegal U.S. Gulf of Mexico Total Oil

Ghana Equatorial Guinea Mauritania / Senegal U.S. Gulf of Mexico Total Gas

Kosmos Total Equity Method Investment-Equatorial Guinea Total

Oil, Condensate, NGLs (MMBbls)

Natural Gas (Bcf)

(MMBoe)

Net proved developed and undeveloped reserves at December 31, 2018(1)

— —

— —

Extensions and discoveries — — — — —

— — — — —

— — —

Production (11) (4) — (8) (23)

(1) — — (6) (7)

(24) — (24)

Revision in estimate(2)

—

(1) (2) —

—

—

Purchases of minerals-in-place(3)

—

—

(26) —

Net proved developed and undeveloped reserves at December 31, 2019(1)

—

—

—

Extensions and discoveries(5) — — — — —

— —

—

—

Production (10) (4) — (7) (21)

— — — (6) (6)

(22) — (22)

Revision in estimate(2)(5) (10)

—

(6)

(14) (1) (600) (2) (617)

(109) — (109)

Purchases of minerals-in-place

— —

—

— —

—

— — —

Net proved developed and undeveloped reserves at December 31, 2020(1)(5)

—

—

—

Extensions and discoveries — — —

—

— — — — —

— — —

Production (10) (4) — (6) (20)

— — — (5) (5)

(21) — (21)

Revision in estimate(2)

—

—

Purchases of minerals-in-place(4)

— — —

— — —

—

Net proved developed and undeveloped reserves at December 31, 2021(1)

—

Proved developed reserves(1)

December 31,2018

— —

— —

December 31,2019

—

—

—

December 31,2020

—

—

—

December 31,2021

—

—

—

Proved undeveloped reserves(1)(6)

December 31,2018

— —

— —

December 31,2019

—

— —

—

December 31,2020

—

—

—

—

December 31,2021

—

—

(1) The sum of proved developed reserves and proved undeveloped reserves may not add to net proved developed and undeveloped reserves as a result of rounding.

Kosmos Energy Ltd.

c/o Kosmos Energy, LLC 8176 Park Lane, Suite 500 Dallas, Texas 75231 Phone 214-445-9600 Fax 214 363 9024

(2) The increase in proved reserves is a result of an increase of 9.2 MMBbl in Greater Jubilee related to field performance, positive drilling results and optimization of future development plans. Changes at TEN include a positive revision of 2.0 MMBoe related to increase in estimated associated gas sales. Changes at Equatorial Guinea include an increase of 3.6 MMBbl related to Okume Complex performance and drilling results. Changes at Mauritania/Senegal are related to the economic status of the Greater Tortue Ahmeyim project due to project progress and improved oil price (+106.5 MMBoe). Changes at the U.S. Gulf of Mexico include an increase of 4.4 MMBoe related to strong performance of certain fields.

The revisions in estimates in 2021 are related to:

- In Ghana, we had 5.5 MMBbl of positive revisions in estimates (primarily related to the Jubilee Field) related to overall field performance, including positive drilling results on our proved undeveloped well locations and optimized future well locations. We had 8.0 Bcf of positive revisions in estimates in the TEN field related to the updated reservoir model forecast. The increase in commodity prices resulted in positive revisions in estimates of 4.1 MMBbl of oil reserves and 1.7 Bcf of gas reserves.

- In