June 16, 2009



VIA EDGAR AND FED EX
--------------------

Mellissa Campbell Duru, Esq.
Special Counsel
Office of Mergers and Acquisitions
Securities and Exchange Commission
100 F Street, N.E.
Washington D.C. 20549-3628



 Re: PHH Corporation, Inc.

     Definitive Soliciting Materials filed on Schedule 14A on June 3, 2009 by
     Pennant Capital Management, LLC, Pennant Spinnaker Fund LP, Pennant
     Offshore Partners, Ltd., Pennant Onshore Partners, LP, Pennant Onshore
     Qualified, LP, Pennant Windward Fund, LP, Pennant Windward Fund, Ltd., Alan
     Fournier, Allan Z. Loren, and Gregory J. Parseghian (File No. 1-07797)
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Dear Ms. Duru:

On behalf of Pennant Capital Management, LLC, Pennant Spinnaker Fund LP, Pennant
Offshore Partners, Ltd., Pennant Onshore Partners, LP, Pennant Onshore
Qualified, LP, Pennant Windward Fund, LP, Pennant Windward Fund, Ltd., Alan
Fournier, Allan Z. Loren and Gregory J. Parseghian (collectively, the
"Soliciting Persons"), we have provided herein the Soliciting Persons' responses
to your letter of June 5, 2009 containing the Staff's comments regarding the
Definitive Soliciting Materials filed on Schedule 14A on June 3, 2009 by the
Soliciting Persons with respect to PHH Corporation (the "Company"). For your
convenience, the full text of each of the Staff's comments is set forth below in
bold type, and the Soliciting Persons' response to each comment directly follows
the applicable text.


     Don't Believe Management's Clams that PHH is Performing Well
     ------------------------------------------------------------

1.   We note your disclosure that the company's profit of $2 million or $0.04
     per share is the company's "first quarterly profit in the last fourteen
     quarters."




Mellissa Campbell Duru, Esq.
Special Counsel
Securities and Exchange Commission
June 16, 2009
Page 2


     Your statement is inconsistent with the Financial data publicly reported by
     the company in its quarterly reports over the last fourteen quarters.
     Please file corrective disclosure that addresses this inconsistency.
     Disseminate such corrective disclosure in the same manner as the materials
     filed. Refer to Rule 14a-9.

     As we discussed by phone on the morning of June 5, 2009, Pennant first
     learned of the error earlier that morning and was in the process of
     preparing a corrective press release, which was issued that day shortly
     after noon. As we discussed by phone that afternoon, although the original
     statement was disseminated by both a press release and a printed letter
     mailed to the Company's stockholders, it would only be necessary to correct
     the erroneous statement by issuing the corrective press release. As
     discussed, because the annual meeting date was so close, printing the
     corrective press release and mailing it to the Company's stockholders would
     have resulted in the stockholders' receiving the correction after the
     annual meeting and would have served no purpose.

2.   Avoid statements that directly or indirectly impugn character, integrity or
     personal reputation or make charges of illegal or immoral conduct without
     factual foundation. Refer to Rule 14a-9. For example, you ask shareholders
     to "not be fooled" by management's comparisons and also suggest that
     management is deploying "scare tactics." In future filings, please avoid
     making such unsupported assertions.

     Comment acknowledged.


                                    * * * * *

Please contact me if we can provide any additional information or clarification
with respect to this revised submission.



Very truly yours,

/s/ Michael A. Schwartz

Michael A. Schwartz