[Tejon Ranch Co. Letterhead]
May 14, 2010
VIA EDGAR AND HAND DELIVERY
Erin E. Martin
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Mail Stop 3010
Washington, D.C. 20549
| Re: | Tejon Ranch Co. |
| Registration Statement on Form S-3 |
| Filed April 19, 2010 |
| File No. 333-166167 |
Dear Ms. Martin:
Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Tejon Ranch Co., a Delaware corporation (the “Company”), hereby respectfully requests that the effective time of the above referenced Registration Statement on Form S-3 filed by the Company (the “Registration Statement”) be accelerated to 1 p.m., Eastern Standard Time, on May 17, 2010 or as soon thereafter as practicable.
The Company hereby acknowledges that:
| • | should the Securities and Exchange Commission (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 Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and |
| • | the Company 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. |
[Signature page follows]
Very truly yours,
/s/ Carla Walker
Carla Walker
Vice President & Controller of
Tejon Ranch Co.
| cc: | Tom Kluck |
| Mark Lahive, Gibson, Dunn & Crutcher LLP |
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