May 14, 2007
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, DC 20549
Attention: John Reynolds and S. Thomas Kluck II
Re: Shermen WSC Acquisition Corp.
Registration Statement on Form S-1
Registration Number No. 333-133869
Withdrawal of Request for Acceleration of Effective Date of Registration Statement
Ladies and Gentlemen:
By this letter, the undersigned Registrant hereby withdraws its request for acceleration of effectiveness, dated May 11, 2007, in which it requested that the above-captioned Registration Statement be declared effective as of 4:30 P.M. (New York time) on May 14, 2007, or as soon thereafter as practicable.
Very truly yours, | ||
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| SHERMEN WSC ACQUISITION CORP. | |
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| /s/ Francis P. Jenkins, Jr. | |
| Name: | Francis P. Jenkins, Jr. |
| Title: | Chairman and Chief Executive Officer |
