SEC Division of Corporation Finance no-action letter: Wilmington Trust Company

@ UNITED STATES
SECURITIES AND EXCHANGE COMMISSION a WASHINGTON, D.C. 20549 ?4r DIVISION OF March 12,2007 CORPORATION FINANCE Mr. Michael A. DiGregorio Senior Vice President & General Counsel Wilmington Trust Company Rodney Square North 1 100 North Market Street Wilmington, DE 19890-0001 Re: In the matter of Auction Rate Securities Practices (HO-09954), Wilmington Trust Company Waiver Request of Ineligible Issuer Status under Rule 405 of the Securities Act Dear Mr. DiGregorio:
This is in response to your letter dated December 13,2006, written on behalf of Wilmington Trust Corporation (Company) and its subsidiary Wilmington Trust Company (WTC) and constituting an application for relief from the Company and WTC being considered "ineligible issuers" under Rule 405(l)(vi) of the Securities Act of 1933 (Securities Act). The Company and WTC request relief from being considered ineligible issuers under Rule 405, due to the entry on January 9,2007, of a Commission Order (Order) pursuant to Section 8A of the Securities Act of 1933 (Securities Act) naming WTC as a respondent. The Order finds, among other things, that WTC caused violations of Section 17(a)(2) of the Securities Act. Based on the facts and representations in your letter, and assuming the Company and WTC comply with the Order, the Commission, pursuant to delegated authority has determined that the Company has made a showing of good cause under Rule 405(2) and that the Company and WTC will not be considered ineligible issuers by reason of the entry of the Order. Accordingly, the relief described above from the Company and WTC being ineligible issuers under Rule 405 of the Securities Act is hereby granted and the date of effectiveness of the waiver is January 9,2007. Any different facts from those represented or non-compliance with the Order might require us to reach a different conclusion. Sincerely, T??f Mary Kosterlitz &@t$ Chief, Office of Enforcement Liaison Division of Corporation Finance