Securities Exchange Act of 1934
Rule 12g-3

October 31, 2014

Response of the Office of International Corporate Finance
Division of Corporation Finance

Based on the facts presented, the views of the Division of Corporation Finance are as follows. Capitalized terms have the same meanings as defined in your letter.

• After consummation of the Merger, WB common stock will be registered under the Exchange Act by operation of Exchange Act Rule 12g-3(a). We understand WB will indicate the WB common stock is registered under Section 12(b) of the Exchange Act by a Report of Foreign Issuer on Form 6-K furnished to the Commission in connection with the Merger.
   
• WB may take into account the reporting history of WFH under the Exchange Act in determining its eligibility to use Form F-3.

These positions are based on the representations made to the Division in your letter.  Different facts or conditions might require different conclusions.

Incoming Letter:

The Incoming Letter is in Acrobat format.

http://www.sec.gov/divisions/corpfin/cf-noaction/2014/woori-finance-holdings-103114-12g3.htm