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CORRESP
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    28 Liberty Street, 41st Floor

    New York, NY 10005

    D / 212-238-8688

July 17, 2023

via hand delivery and
edgar

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Energy & Transportation

100 F Street, NE

Washington, D.C. 20549

    Attention:
    Sardra Wall

    John Hodgin

    Jenifer O’Brien

    Shannon Buskirk

    Anuja A. Majmudar

    Timothy Levenberg

    Re:
    Greenfire Resources Ltd.

Amendment No. 1 to Registration Statement on Form F-4

Filed June 16, 2023

File No. 333-271381

Ladies and Gentlemen:

On behalf of our client, Greenfire Resources Ltd.
(“New Greenfire” or the “Company”), we are providing the Company’s responses to the comments
of the Staff (the “Staff”) of the Division of Corporation Finance (the “Division”) of the U.S. Securities
and Exchange Commission (the “SEC”) set forth in its letter, dated June 29, 2023, with respect to the above-referenced
Company’s amendment No. 1 to registration statement on Form F-4 (the “Amended Registration Statement/ Proxy Statement”).

The Company is concurrently filing via EDGAR this
letter and Amendment No. 2 to the Registration Statement/Proxy Statement (the “Second Amended Registration Statement/Proxy Statement”),
which includes revisions made in response to the comments received from the Staff as well as certain additional changes to update the
disclosure contained in the Amended Registration Statement/Proxy Statement. We are separately furnishing to the Staff courtesy copies
of the Second Amended Registration Statement/Proxy Statement marked to show the changes to the Amended Registration Statement/Proxy Statement.

For the Staff’s convenience, the text of
the Staff’s comments is set forth below in bold, followed in each case by the Company’s response. Terms not otherwise defined
in this letter shall have the meanings set forth in the Second Amended Registration Statement/Proxy Statement. All references to page
numbers in the Company’s responses are to the pages of the Second Amended Registration Statement/Proxy Statement.

 Carter Ledyard & Milburn LLP / clm.com

    -2-

Amendment No. 1 to Registration Statement on Form F-4

Reasons of the MBSC Board and Transaction Committee
for Approving the Business Combination, page 132

    1.

    New disclosure at page 136 states: “The Greenfire Initial Management
    Projections no longer reflect Greenfire’s outlook for the years ended December 31, 2023 and 2024 and remain included in this Registration
    Statement/Proxy Statement solely because they were made available to MBSC, the Transaction Committee and their respective advisors, including
    Peters, prior to approval by the Transaction Committee and the execution of the Business Combination Agreement....” Please revise
    to clarify the extent to which the MBSC Board’s unanimous recommendations referenced throughout the filing take into account the “Greenfire
    Updated Management Projections.” If they do not take the updated projections into account, please revise to explain why that is the
    case.

    RESPONSE: In response to the Staff’s comment, the
Company has revised the disclosure on page 132 of the Second Amended Registration Statement/Proxy Statement.

The Business Combination

Unaudited Prospective Financial and Operating Information

Reserve Report Projections, page 139

    2.

    We have reviewed your expanded disclosure in response to prior comment
    15; however, we reissue our comment in part as we are unable to locate your disclosure explaining what individual producing status categories
    of reserves, e.g., developed producing, developed non-producing and/or undeveloped reserves, are included as probable reserves in the
    disclosure of “Total Proved Plus Probable Reserves (“2P”)” shown on page 142. Please advise or revise your disclosure
    as needed.

    RESPONSE: In response to the Staff’s comment, the
Company has revised the disclosure on page 141 of the Second Amended Registration Statement/Proxy Statement to clarify that Probable
Reserves include developed producing and undeveloped reserves.

    3.

    We have read your response to prior comment 16 and note your expanded
    disclosure. If the table presenting the “Total Proved Developed Producing Reserves (“PDP”)” or the summary level
    presentations for “Total Proved Reserves (“1P”)” and “Total Proved plus Probable Reserves (“2P”)”
    include the estimates for developed non-producing “PDNP” reserves, please revise these tables and provide separate disclosure
    of these reserves. If these tables do not include developed non-producing “PDNP” reserves, please remove the definition of
    “PDNP” reserves.

    RESPONSE: The Company acknowledges
the Staff’s comment and advises the Staff that the Company does not have any PDNP reserves assigned. The Company has revised the
disclosure on page 141 of the Second Amended Registration Statement/Proxy Statement to remove the definition of developed non-producing
“PDNP”.

Potential Purchases of Public Shares, page 154

    4.

    We note your response to prior comment 19. You originally indicated
    that the purpose of “any such purchases of MBSC Public Shares could be to vote such shares in favor of the Business Combination and
    thereby increase the likelihood of obtaining MBSC Stockholder Approval or to satisfy a closing condition....” Please further revise
    this section to disclose the purpose of these potential purchases or arrangements.

    RESPONSE: In response to the Staff’s comment, the
Company has revised the disclosure on pages 14, 91 and 154 of the Second Amended Registration Statement/Proxy Statement.

Carter Ledyard & Milburn LLP / clm.com

    -3-

Liquidity and Capital Resources, page 239

    5.

    We note the explanation you provided in response to prior comment
    29. Please provide corresponding disclosure here or in the notes to the financial statements for M3-Brigade Acquisition III Corp.

    RESPONSE: In response to the Staff’s comment, the Company
    has revised the disclosure on pages 239 and 240 of the Second Amended Registration Statement/Proxy Statement.

Business of Greenfire and Certain Information About
Greenfire

Description of Business

Land Acreage, page 248

    6.

    We note you disclose essentially all of the acreage for the Hangingstone
    assets as developed; however, the disclosure on page 252 indicates approximately 79% of the reserves attributable to these assets are
    classified as undeveloped as of December 31, 2022. Please note the acreage associated with your undeveloped reserves and acreage held
    by production that encompasses those leased acres on which wells have not been drilled or completed should be classified as undeveloped
    acreage for purposes of disclosure under Item 1208(b) of Regulation S-K. Please advise or modify your disclosure as necessary to resolve
    any inconsistencies in the classification of your acreage. Refer to the disclosure requirements in Item 1208 of Regulation S-K.

    RESPONSE: In response to the Staff’s comment, the Company
    has revised the disclosure on page 248 of the Second Amended Registration Statement/Proxy Statement.

Well Information, page 249

    7.

    We have read your response to prior comment 31 and reissue our comment
    in part as we are unable to locate your expanded disclosure relating to a discussion of your present activities. If no activities were
    in progress at December 31, 2022 or as of the date of your current registration statement, please include a clarifying statement, if true.
    Refer to the requirements in Item 1206 of Regulation S-K.

    RESPONSE: In response to the Staff’s comment, the Company
    has revised the disclosure on page 248 of the Second Amended Registration Statement/Proxy Statement.

Greenfire Management’s Discussion and Analysis
of Financial Condition and Results of Operations

Results of Operations, page 276

    8.

    We have read your response to prior comment 44 and note that your
    response indicates the disclosure of your operating expenses shown as total Canadian dollars per year on page 278 and as Canadian dollars
    per barrel include two separate components identified as energy operating expenses and non-energy operating expenses on page 285. We also
    note disclosure on page 285 indicating these expenses include all of the costs related to the Company’s production activities, including
    property tax. Please note disclosure of the average annual production cost excludes ad valorem, severance and similar production taxes
    and should be computed as the average overall cost per unit of oil production. Please expand the disclosure on page 278 as necessary to
    comply with Item 1204(b) of Regulation S-K.

    RESPONSE: In response to the Staff’s comment, the
Company has revised the tabular presentation and disclosure on pages 278 and 285 of the Second Amended Registration Statement/Proxy Statement
to include “Annual production costs” and “Average annual production costs ($/bbl)”. “Annual production
costs” differs from the originally disclosed operating expenses as it excludes ad valorem, severance and similar production taxes.

Carter Ledyard & Milburn LLP / clm.com

    -4-

Greenfire Management’s Discussion and Analysis of Financial
Condition and Results of Operations

Results of Operations

Cash Operating Netback, page 286

    9.
    We note from your response to prior comment 46 that you have revised the disclosure regarding the non-GAAP measure labeled “Cash Operating Netback” to reconcile to Net income (loss) and comprehensive income (loss).  Please address the following:

    ●
    Clarify for us why you do not believe the most directly comparable GAAP measure is Gross Profit.  In this regard, we note this non-GAAP measure appears more akin to a Gross Profit measure, with the exception that depletion and depreciation is excluded, and its characterization as a financial measure on page 297.

    ●
    Tell us why you believe the label of “Cash Operating Netback” appropriately reflects the nature of this non-GAAP measure.  In this regard, the word “cash” is typically associated with a liquidity measure.  Refer to Question 100.05 of the Compliance and Disclosure Interpretations on Non-GAAP Measures.

    RESPONSE:  In response to the Staff’s comment, the Company has revised the disclosure in the “Greenfire Management’s Discussion and Analysis of Financial Condition and Results of Operations” and corresponding sections of the Second Amended Registration Statement/Proxy Statement to remove the non-GAAP measure “Cash Operating Netback” and “Cash Operating Netback ($/bbl)”.

Capital Resources and Liquidity

Cash Provided by Operating Activities and Free Funds
Flow, page 293

    10.

    Your calculation of “Free Funds Flow” appears to differ
    from the typical calculation of “Free Cash Flow” described in Question 102.07 of the Non-GAAP Compliance and Disclosure Interpretations
    regarding only the adjustment for Changes in non-cash working capital. Please revise the title of your non-GAAP measure to avoid confusion
    with the typical calculation of the similarly titled measure “Free Cash Flow”.

    RESPONSE: In response to Staff’s comment, the Company
    has revised the disclosure on pages vii, 276, 294, 295 and 296 of the Second Amended Registration Statement/Proxy Statement to retitle
    the non-GAAP measure to “adjusted funds flow” from “free funds flow”.

Index to Financial Statements

Audited Financial Statements of Greenfire Resources
Inc.

Notes to the Consolidated Financial Statements, page
F-70

    11.

    We note your response to prior comment 50 and do not concur with
    your assessment. Please include the supplemental oil and gas producing activity disclosures with your complete sets of annual financial
    statements as required by FASB ASC 932-235-50-2.

    RESPONSE: In response to the Staff’s comment, the
Company has included the required information as an appendix to the financial statements of Greenfire Resources Inc. in the Second Amended
Registration Statement/Proxy Statement.

Carter Ledyard & Milburn LLP / clm.com

    -5-

Note 1. Corporate Information, page F-70

    12.

    We note from your response to prior comment 51 that “Greenfire
    Resources Inc.’s only operations prior to the acquisition were insignificant relative to the JACOS operations acquired.” Please
    provide us with an analysis that supports your conclusion that there is not a material difference between presenting the full historical
    financial information for Greenfire Resources Inc. as opposed to the predecessor and successor periods within the audited financial statements
    of Greenfire Resources Inc.

    RESPONSE:  The Company respectfully acknowledges the Staff’s
comment. In considering the presentation of the financial statements to be included in the Second Amended Registration Statement/ Proxy
Statement, the Company assessed the guidance in Financial Reporting Manual (“FRM”) 1170.1 to 1170.3 and the related S-X Articles,
(portions of which have been reproduced below with emphasis added) and respectfully believes that the financial statements that the Company
has provided comply with the guidance.

FRM 1170.2 states “[F]inancial information of a registrant’s
predecessor is required for all periods before the succession, with no lapse in audited periods or omission of other information required
about the registrant. Financial statements for the registrant and its predecessor should collectively be ‘as of’ all dates
and ‘for’ all periods required by S-X Articles 3 and 10 (or Article 8 for SRC).”

Article 3.02(a) of Regulation S-X states “(a) There shall be filed, for the registrant and its subsidiaries consolidated and for
its predecessors, audited statements of comprehensive income and cash flows for each of the three fiscal years preceding the date of the
most recent audited balance sheet being filed or such shorter period as the registrant (including predecessors) has been in existence.

The Company concluded that the full historical financial statements of Greenfire Resources Inc. from inception through the end of the
reporting period, in addition to the JACOS financial statements for the periods prior its acquisition meet the requirements of Article
3.02(a) of Regulation S-X and the guidance in FRM 1170.2, and more specifically that these financial statements reflect the periods that
Greenfire Resources Inc. has been in existence.

FRM 1170.3 includes an example which summarizes the financial statement
requirements as follows:

“… The IPO registration statement must include audited financial statements of the predecessor for the two years ended December
31, 2020 and the period from January 1, 2021 to June 25, 2021. The Newco registrant must provide audited financial statements for the
period from the inception date through December 31, 2021 (there were no operations from inception date to acquisition date)…”

The Company believes that the example FRM 1170.3 further supports that the financial statements of Greenfire Resources Inc. (with reference
to the financial statement requirements for Newco registrant in the example) from its inception (prior to the acquisition of its predecessor,
JACOS) are required to be presented, including when there are limited or no operations from inception to the acquisition date.

The Company also considered that the requirements under International
Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS”) (specifically IAS 1.10, IAS
1.38, and IAS 1.38A) that require financial statements to be provided “for the period”, along with comparative information,
in a full set of financial statements to be fully compliant with IFRS. The Company believes that omitting the information related to Greenfire
Resources Inc.’s operations prior to the acquisition o