Hexion U.S. Finance Corp.
180 East Broad Street
Columbus, Ohio 43215
May 7, 2012
VIA EDGAR
Securities and Exchange Commission
Judiciary Plaza
100 F Street, N.E.
Washington, D.C. 20549
Hexion U.S. Finance Corp.
Momentive Specialty Chemicals Inc.
Lawter International Inc.
HSC Capital Corporation
Borden Chemical Foundry, LLC
Momentive Specialty Chemicals Investments Inc.
Oilfield Technology Group, Inc.
Momentive International Inc.
Momentive CI Holding Company (China) LLC
NL Coop Holdings LLC
Registration Statement on Form S-4 (File Nos. 333-180774, 333-180774-01, 333-180774-02,
333-180774-03, 333-180774-04, 333-180774-05, 333-180774-06, 333-180774-07, 333-180774- 08,
333-180774-09)
Ladies and Gentlemen:
Pursuant to Rule 461 of the Securities Act of 1933, as amended, Hexion U.S. Finance Corp., a Delaware corporation (the Company), Momentive Specialty Chemicals Inc. (MSC) and certain of MSCs subsidiaries (together with the Company and MSC, the Registrants), hereby request that the effective date of the above-captioned Registration Statement on Form S-4 (the Registration Statements) be accelerated to May 8, 2012 at 3:00 p.m. Eastern time or as soon thereafter as may be practicable.
We understand that the staff of the Securities and Exchange Commission (the Commission) will consider this request as confirmation by each of the Registrants of its awareness of its responsibilities under the federal securities laws as they relate to the issuance of the securities covered by the Registration Statements. In connection with the foregoing, each of the Registrants represents and acknowledges that:
Securities and Exchange Commission
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| should the Commission or the staff of the Commission, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; |
| the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Registrants from their full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
| the Registrants 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. |
If you have any questions regarding the foregoing, please contact David S. Huntington (212-373-3124) or David E. Sobel (212-373-3226) of Paul, Weiss, Rifkind, Wharton & Garrison LLP.
Sincerely, |
Hexion U.S. Finance Corp. Momentive Specialty Chemicals Inc. Lawter International Inc. HSC Capital Corporation Borden Chemical Foundry, LLC Momentive Specialty Chemicals Investments Inc. Oilfield Technology Group, Inc. Momentive International Inc. Momentive CI Holding Company (China) LLC NL Coop Holdings LLC |
By: | /s/ ELLEN G. BERNDT | |
Name: Ellen G. Berndt | ||
Title: Vice President and Secretary |
cc: | David S. Huntington, Esq. |
Paul, Weiss, Rifkind, Wharton & Garrison LLP