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Correspondence 0001213900-25-008838 from EON Resources Inc. (EONR)

EON Resources Inc.
Date: Jan. 31, 2025 · CIK: 0001842556 · Accession: 0001213900-25-008838

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File numbers found in text: 333-284447

Date
January 24, 2025
Author
Caravaggio
Form
CORRESP
Company
EON Resources Inc.

Letter

EON Resource Inc.

3730 Kirby Drive, Suite 1200

Houston, Texas 77098

January 31, 2025

VIA EDGAR

Securities and Exchange Commission

Division of Corporate Finance

F Street, N.E.

Washington, D.C. 20549

Re: EON Resources Inc.

Registration Statement on Form S-1

Filed January 24, 2025

File No. 333-284447

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, EON Resources Inc. (the “Company”) hereby requests that the above-captioned registration statement (the “Registration Statement”) be declared effective at 4:00 p.m., Eastern Time, on Tuesday, February 4, 2025, or as soon thereafter as may be practicable.

We acknowledge that a declaration by the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, that the Registration Statement is effective does not foreclose the Commission from taking any action with respect to the Registration Statement. We further acknowledge that such a declaration of effectiveness does not relieve the Company from our full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement. We understand that we may not assert staff comments to the Registration Statement or the declaration of effectiveness by the Commission as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Should you have any questions regarding this matter or need any additional information, please contact the Company’s legal counsel, Matthew Ogurick of Pryor Cashman LLP, at (212) 421-4100.

Very truly yours,
/s/ Dante
Caravaggio

Show Raw Text
CORRESP
1
filename1.htm

EON
Resource Inc.

3730 Kirby Drive, Suite 1200

Houston, Texas 77098

January
31, 2025

VIA
EDGAR

Securities
and Exchange Commission

Division
of Corporate Finance

100
F Street, N.E.

Washington,
D.C. 20549

    Re:
    EON Resources Inc.

    Registration Statement on Form S-1

    Filed
    January 24, 2025

    File
    No. 333-284447

Ladies
and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, EON
Resources Inc. (the “Company”) hereby requests that the above-captioned registration statement (the “Registration Statement”)
be declared effective at 4:00 p.m., Eastern Time, on Tuesday, February 4, 2025, or as soon thereafter as may be practicable.

We
acknowledge that a declaration by the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant
to delegated authority, that the Registration Statement is effective does not foreclose the Commission from taking any action with respect
to the Registration Statement. We further acknowledge that such a declaration of effectiveness does not relieve the Company from our
full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement. We understand that we may not assert
staff comments to the Registration Statement or the declaration of effectiveness by the Commission as a defense in any proceeding initiated
by the Commission or any person under the federal securities laws of the United States.

Should
you have any questions regarding this matter or need any additional information, please contact the Company’s legal counsel, Matthew
Ogurick of Pryor Cashman LLP, at (212) 421-4100.

    Very truly yours,

    /s/ Dante
    Caravaggio

    Dante Caravaggio

    Chief Executive Officer

    cc:
    Matthew Ogurick, Esq.