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United States securities and exchange commission logo





                               June 26, 2023

       Robert McKee
       Chief Executive Officer
       Kodiak Gas Services, Inc.
       15320 Highway 105 W, Suite 210
       Montgomery, TX 77356

                                                        Re: Kodiak Gas
Services, Inc.
                                                            Amendment No. 4 to
Registration Statement on Form S-1
                                                            Filed June 20, 2023
                                                            File No. 333-271050

       Dear Robert McKee:

             We have reviewed your amended registration statement and have the
following
       comments. In some of our comments, we may ask you to provide us with
information so we
       may better understand your disclosure.

              Please respond to this letter by amending your registration
statement and providing the
       requested information. If you do not believe our comments apply to your
facts and
       circumstances or do not believe an amendment is appropriate, please tell
us why in your
       response.

              After reviewing any amendment to your registration statement and
the information you
       provide in response to these comments, we may have additional comments.

       Amendment No. 4 to Registration Statement on Form S-1 filed June 20,
2023

       Prospectus Summary
       Our Principal Stockholder, page 14

   1.                                                   We note your disclosure
on page 14 explaining that on June 20, 2023, your board of
                                                        directors approved a
590,000-for-1 stock split, which will take effect in connection with
                                                        the offering, and it
appears that you have various conforming representations of the
                                                        number of shares that
will be outstanding upon completing your offering.

                                                        Please revise the
historical financial statements to recast the share and per share details in
                                                        the balance sheets,
statements of operations, statements of stockholders' equity, and the
                                                        notes on pages F-15,
F-19, F-43, F-48, and F-49, as necessary to reflect or to describe as
                                                        applicable the effects
of the stock split.
 Robert McKee
Kodiak Gas Services, Inc.
June 26, 2023
Page 2

      Please similarly revise or provide the corresponding details on page 19
of your Prospectus
      Summary, page 64 of the Pro Forma Financial Statements, as well as the
footnote (1)
      reference on page 67, and pages 74 and 76 of MD&A.
        You may contact Mark Wojciechowski, Staff Accountant, at (202) 551-3759
or John
Cannarella, Staff Accountant, at (202) 551-3337 if you have questions regarding
comments on
the financial statements and related matters. Please contact Cheryl Brown,
Staff Attorney, at
(202) 551-3905 or Irene Barberena-Meissner, Staff Attorney, at (202) 551-6548
with any other
questions.



                                                           Sincerely,
FirstName LastNameRobert McKee
                                                           Division of
Corporation Finance
Comapany NameKodiak Gas Services, Inc.
                                                           Office of Energy &
Transportation
June 26, 2023 Page 2
cc:       Matt Pacey, Esq.
FirstName LastName
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