CORRESP 1 filename1.htm

CORRESP

September 3, 2014

Via EDGAR

U.S. Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

Re: Request for Acceleration of Effectiveness of Registration Statement on Form S-4

(Registration Statement No. 333-196747)

Ladies and Gentlemen:

ONE Gas, Inc., an Oklahoma corporation (the “Registrant”), hereby requests, pursuant to Rule 461(a) under the Securities Act of 1933, as amended, that the effectiveness of its Registration Statement (the “Registration Statement”) on Form S-4 (Registration Statement No. 333-1967478) be accelerated by the Securities and Exchange Commission (the “Commission”) to 4:00 p.m. Houston time on September 5, 2014, or as soon thereafter as practicable.

We request that we be notified of such effectiveness by a telephone call to Richard B. Aftanas of Skadden, Arps, Slate, Meagher & Flom LLP, the Registrant’s counsel, at (212) 735-4112 and that such effectiveness also be confirmed in writing.

The Registrant acknowledges that:

• Should the Commission or the staff, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

• The action of the Commission or the staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and

• The Registrant may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Very truly yours,

ONE Gas, Inc.

/s/ Curtis L. Dinan

Curtis L. Dinan

Senior Vice President,

Chief Financial Officer and Treasurer