0001062993-13-000169.txt : 20130225 0001062993-13-000169.hdr.sgml : 20130225 20130109155102 ACCESSION NUMBER: 0001062993-13-000169 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20130109 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Western Copper & Gold Corp CENTRAL INDEX KEY: 0001364125 STANDARD INDUSTRIAL CLASSIFICATION: METAL MINING [1000] IRS NUMBER: 000000000 STATE OF INCORPORATION: A1 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: #2050 - 1111 WEST GEORGIA STREET CITY: VANCOUVER STATE: A1 ZIP: V6E4M3 BUSINESS PHONE: 6046849497 MAIL ADDRESS: STREET 1: #2050 - 1111 WEST GEORGIA STREET CITY: VANCOUVER STATE: A1 ZIP: V6E4M3 FORMER COMPANY: FORMER CONFORMED NAME: Western Copper CORP DATE OF NAME CHANGE: 20060525 CORRESP 1 filename1.htm Western Copper and Gold Corporation: Correspondence - Filed by newsfilecorp.com

Western Copper and Gold Corporation
1111 West Georgia Street, Suite 2050
Vancouver, B.C. V6E 4M3

Via EDGAR
 
January 9, 2013
 
United States Securities and Exchange Commission
Division of Corporation Finance
Washington, D.C. 20549
United States of America
 
Attention: Tia Jenkins, Senior Assistant Chief Accountant
 
Dear Ms. Jenkins:

RE: Western Copper and Gold Corporation
  Form 40-F for the Fiscal Year Ended December 31, 2011
  Filed March 26, 2012
  File No. 001-35075

This letter is submitted on behalf of Western Copper and Gold Corporation (the “Company” or “we”) in response to the comments of the staff of the Division of Corporation Finance of the U.S. Securities and Exchange Commission (the “Commission”) dated December 21, 2012 (the “Comment Letter”) with respect to the Company’s Annual Report on Form 40-F for the year ended December 31, 2011 (the “Report”) which was filed on March 26, 2012.

For reference purposes, the text of the Comment Letter has been reproduced herein with a response below the comment. For your convenience, we have italicized the comment and have placed in boldface the heading of our response thereto.

Form 40-F for the Fiscal Year Ended December 31, 2011

Exhibits 99.4 and 99.5 - Certifications

We note that your certifications use different language than what is required by General Instruction B (6)(a)(1) of Form 40-F. Please amend your filing to provide certifications from each of the Principal Executive Officer and the Principal Financial Officer using the exact format and language set forth in the Form 40-F.

Response:

We have amended the certifications in Exhibit 99.4 and 99.5 to the format and language set forth in the Form 40-F. The amendment was filed via EDGAR on January 8, 2013.

The Company also acknowledges that:

  • The Company is responsible for the adequacy and accuracy of the disclosure in the filing;
  • Staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and
  • The Company may not assert staff comments as a defense in any proceedings initiated by the Commission or any person under the federal securities laws of the United States.

Should you have any questions or concerns, please feel free to contact the undersigned.

Sincerely,

/s/ Julien François  
   
Julien François  
Chief Financial Officer  
Western Copper and Gold Corporation