DLA Piper US LLP 4141 Parklake Avenue, Suite 300 Raleigh, North Carolina 27612-2350 www.dlapiper.com | ||||||||
Jeffrey M. Sullivan jeff.sullivan@dlapiper.com T 919.786.2003 F 919.786.2200 | ||||||||
April 23, 2008
VIA EDGAR
United States Securities and Exchange Commission
100 F Street N.E.
Mail Stop 4561
Washington, DC 20549
| Attn: | Michael E. McTiernan, Special Counsel | |||
| Re: | Hatteras Financial Corp. Registration Statement on Form S-11 Filed on February 20, 2008 and amended on March 25, 2008, April 14, 2008 and April 22, 2008 File No. 333-149314 | |||
Dear Mr. McTiernan:
As counsel to Hatteras Financial Corp. (the “Company”) and in connection with your comment letter dated April 21, 2008, regarding the Company’s registration statement on Form S-11 (registration no. 333-149314), we are attaching asSchedule A the Company’s additional response to comment 2 in your letter. For your convenience, we have reproduced in the schedule the numbered comment before the Company’s response thereto.
United States Securities and Exchange Commission
April 23, 2008
Page 2
If you have any further questions, please contact me at (919) 786-2003.
| Sincerely, |
| /s/ Jeffrey M. Sullivan |
| Jeffrey M. Sullivan |
cc: | Securities and Exchange Commission Byron N. Cooper Wilson Lee Linda Van Dorn
Hatteras Financial Corp. Michael R. Hough Benjamin M. Hough Kenneth A. Steele
Hunton & Williams LLP David C. Wright Christopher C. Green
DLA Piper US LLP Karolyn E. Camden Robert J. LeDuc |
Schedule A
Note 2 – Summary of Significant Accounting Policies
Interim Financial Information
| 2. | Comment:Please include a note disclosure to state that in the opinion of management the un-audited interim financial statements reflect all adjustments necessary for a fair statement of results for the interim periods. If all adjustments are of a normal and recurring nature, a statement to that effect should also be made. Refer to Rule 10-01(b)(8) of Regulation S-X. |
Response: The unaudited financial information, in the opinion of management, contains all adjustments necessary for a fair presentation of our financial position, results of operations and cash flows. All such adjustments are of a normal recurring nature. In future filings with the Securities and Exchange Commission, we will make a statement to that effect.
