300 North LaSalle Street
Chicago, Illinois 60654
Jeffrey S. O’Connor 312-862-2026 joconnor@kirkland.com | 312 862-2000
www.kirkland.com | Facsimile (312) 862-2200 |
August 11, 2009
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Lauren Nguyen
Re: | World Omni Auto Receivables LLC |
Registration Statement on Form S-3 |
Filed May 21, 2009 |
File No. 333-159392 |
Ladies and Gentlemen:
On behalf of World Omni Auto Receivables LLC (as applicable, the “Depositor” or the “Registrant”) and in response to the letter (the “Comment Letter”) dated July 29, 2009 from the staff (the “Staff”) of the Securities and Exchange Commission to Victor A. De Jesus, the Registrant’s Vice President and Chief Financial Officer, we submit Amendment No. 3 to the above-referenced Registration Statement on Form S-3 (“Amendment No. 3”), marked to show changes from the Amendment No. 2 to Registration Statement as filed on July 17, 2009.
The numbered paragraph below sets forth the Staff’s comment in italicized text together with the Registrant’s response. The number corresponds to the numbered paragraph in the Comment Letter. Unless otherwise noted, the use of “we,” “us” and similar terms refers to the Registrant.
Hong Kong | London | Los Angeles | Munich | New York | Palo Alto | San Francisco | Washington, D.C. |
Securities and Exchange Commission
Division of Corporation Finance
August 11, 2009
Page 2
Registration Statement on Form S-3
General
1. | Please confirm that finalized agreements will be filed simultaneously with or prior to the filing of the final prospectus by post-effective amendment or Form 8-K. Finalized agreements may be unexecuted as provided by Instruction 1 to Item 601 of Regulation S-K. Exhibits must be filed either as an exhibit to the registration statement by post-effective amendment or under cover of Form 8-K and incorporated by reference into the registration statement. Refer to Securities Act Rule 462(d) and Item 1100(f) of Regulation AB. |
Response: The Registrant confirms that finalized agreements will be filed simultaneously with or prior to the filing of the final prospectus by post-effective amendment or Form 8-K.
We hope that the foregoing has been responsive to the Staff’s comments.
If you have any questions related to this letter, please contact the undersigned at (312) 862-2026.
Sincerely, |
/s/ Jeffrey S. O’Connor |
Jeffrey S. O’Connor |
cc: | Victor A. De Jesus, World Omni Auto Receivables LLC |
Stephen P. Artusi, Esq., World Omni Auto Receivables LLC
Kathalijn Keyser, World Omni Auto Receivables LLC