-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, D4pALh9CaJ06ozADK/2/WhqcQewR21WdF8RGRgZwUs2pnP2YvgjHgWZahveqczsr ndIZuodyCLURN9gAND5P2Q== 0000950129-05-008730.txt : 20060823 0000950129-05-008730.hdr.sgml : 20060823 20050826154158 ACCESSION NUMBER: 0000950129-05-008730 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050826 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BERKSHIRE HATHAWAY INC CENTRAL INDEX KEY: 0001067983 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 470813844 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 1440 KIEWIT PLZ CITY: OMAHA STATE: NE ZIP: 68131 BUSINESS PHONE: 4023461400 MAIL ADDRESS: STREET 1: 1440 KIEWIT PLAZA CITY: OMAHA STATE: NE ZIP: 68131 FORMER COMPANY: FORMER CONFORMED NAME: NBH INC DATE OF NAME CHANGE: 19980810 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BERKSHIRE HATHAWAY FINANCE CORP CENTRAL INDEX KEY: 0001274791 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 450524698 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 1440 KIEWITT PLAZA CITY: OMAHA STATE: NE ZIP: 68131 BUSINESS PHONE: 4023461400 CORRESP 1 filename1.htm corresp
 

Berkshire Hathaway Finance Corporation
1440 Kiewit Plaza
Omaha, Nebraska 68131
August 24, 2005
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
      Re:    Berkshire Hathaway Finance Corporation
Berkshire Hathaway Inc.
Registration Statement on Form S-4, filed August 9, 2005
File No. 333-127369
Ladies and Gentlemen:
     This letter indicates the responses of the registrants, Berkshire Hathaway Finance Corporation (the “Company”) and Berkshire Hathaway Inc. (collectively referred to herein as the “Registrant”), to the comments of the staff set forth in your letter dated August 12, 2005 in relation to the Form S-4 (333-127369), filed by the Registrant on August 9, 2005, relating to the registration of the Company’s 4.75% Senior Notes due 2012 and its Floating Rate Senior Notes due 2008 (the “Exchange Notes”) to be exchanged for the Company’s currently outstanding 4.75% Senior Notes due 2012 and Floating Rate Senior Notes due 2008, issued on May 18, 2005 (the “Exchange Offer”).
     This letter confirms that the Registrant is conducting the Exchange Offer in reliance on the position of the Commission in Exxon Capital Holdings Corporation (pub. avail. May 13, 1988), Morgan Stanley and Co., Inc. (pub. avail. June 5, 1991) and Shearman and Sterling (pub. Avail. July 2, 1993). The Registrant also represents to the Commission that:
  (i)   it has not entered into any arrangement or understanding with any person to distribute the Exchange Notes to be received in the Exchange Offer;
 
  (ii)   to the best of its information and belief, each person participating in the Exchange Offer is acquiring the Exchange Notes in the ordinary course of business and has no arrangement or understanding with any person to participate in the distribution of the Exchange Notes to be received in the Exchange Offer;
 
  (iii)   it will make each person participating in the Exchange Offer aware (through the Exchange Offer prospectus or otherwise) that if the Exchange Offer is being registered for the purpose of secondary resales, any securityholder using the Exchange Offer to participate in a distribution of the Exchange Notes to be acquired in the Exchange Offer (A) could not rely on the staff position enunciated in Exxon Capital Holdings Corporation or similar letters and (B) must comply with registration and prospectus delivery requirements of the Securities Act of 1933 in connection with a secondary resale transaction. The Registrant

 

 

      acknowledges that such a secondary resale transaction should be covered by an effective registration statement containing the selling security holder information required by Item 507 of Regulation S-K; and
  (iv)   the Company has informed each broker-dealer participating in the Exchange Offer who is holding initial securities that were acquired for its own account as a result of market-making activities or other trading activities that such broker-dealer may be an “underwriter” within the meaning of the Securities Act, and the Company has received an acknowledgement from each such broker-dealer that they will deliver a prospectus meeting the requirements of the Securities Act in connection with any resale of Exchange Securities received in respect of such initial securities pursuant to the Exchange Offer; and
 
  (v)   none of the holders of initial securities participating in the Exchange Offer are affiliates of the Company.
         
  Very truly yours,


BERKSHIRE HATHAWAY FINANCE CORPORATION
 		  
  By:   /s/ Marc D. Hamburg    
    Marc D. Hamburg   
    President   
 
  BERKSHIRE HATHAWAY INC.
 		  
  By:   /s/ Marc D. Hamburg    
    Marc D. Hamburg   
    Vice President and Chief Financial Officer   
 

 

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