May 28,
2009
Jim B.
Rosenberg
Senior
Assistant Chief Accountant
United
States Securities and Exchange Commission
Division
of Corporation Finance
Washington,
D.C. 20549-6010
Re: Loews
Corporation
Comment Letter dated May 19,
2009
Form 10-K for the Year Ended December
31, 2008
Filed on February 25, 2009
File No. 001-06541
VIA EDGAR
FILING AND FACSIMILE TRANSMISSION
Dear Mr.
Rosenberg:
We
acknowledge receipt of the letter of comment dated May 19, 2009 from the
Commission (the “Comment Letter”) with regard to the above captioned filing. Our
response to the Comment Letter is set forth below. For your convenience, the
comment presented in the Comment Letter has been repeated herein and is followed
by our response.
Form
10-K for the Year Ended December 31, 2008
Risks related to Our
Subsidiary, HighMount Exploration & Production LLC, page
36
HighMount may not be able to
replace reserves and sustain production at current levels, page
36
Comment
1
You state
that by their nature undeveloped reserves are less certain. The SEC definition
of proved reserves found in Rule 4-10(a) of Regulation S-X requires that you be
reasonably certain that the reserves you classify as proved will be recovered.
This means that the ultimate recovery of reserves is more likely to equal or
exceed your estimates than to be less than your estimates. The definition does
not contemplate there being less than reasonable certainty in reserve estimates
pertaining to properties that are undeveloped. Your risk factor disclosure
saying that undeveloped reserves are less certain than apparently proved
developed reserves seem to be contradicting, or mitigating, the criteria of
reasonable certainty that is necessary for reserves to be classified as proved.
If you are not reasonably certain of recovering all or a portion of your
reported reserves, please remove the associated volumes of reserves from your
estimates of proved reserves that are disclosed in your filing. If you are
reasonably certain that you will recover your reported reserves, please revise
your risk factor and any similar disclosure in the document to not imply that
proved reserves are not reasonably certain to be recovered and that there is
less certainty for proved undeveloped reserves as compared to proved developed
reserves.
United
States Securities and Exchange Commission
May 28,
2009
Page
2
Company
Response
We are
reasonably certain that we will recover our reported reserves and will revise
our risk factor in the 2009 Annual Report on Form 10-K as follows:
By their nature,
undeveloped reserves are less certain. Thus, HighMount must make makes a substantial amount of
capital expenditures for the acquisition, exploration and development of
reserves. HighMount expects to fund its capital expenditures with cash from its
operating activities. If HighMount’s cash flow from operations is not sufficient
to fund its capital expenditure budget, there can be no assurance that
additional debt or equity financing will be available or available at favorable
terms to meet those requirements.
As
requested in your letter, the Company acknowledges that:
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the
Company is responsible for the adequacy and accuracy of the disclosures in
the filing;
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staff
comments or changes to disclosure in response to staff comments do not
foreclose the Commission from taking any action with respect to the
Company’s filing; and
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the
Company may not assert staff comments as a defense in any proceeding
initiated by the Commission or any person under the federal securities
laws of the United States.
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Although
we are of course amenable to enhancing our disclosures in the context of the
Comment Letter, our response should not be considered an indication that we
believe any disclosures in the captioned Form 10-K filing were inadequate or
incorrect in any material respect.
If you
have any questions or further comments, please feel free to contact me at (212)
521-2950, or via fax at (212) 521-2329.
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Very
truly yours,
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/s/
Peter W. Keegan
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Peter
W. Keegan
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Senior
Vice President and
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Chief
Financial Officer
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Cc: Ibolya
Ignat, Division of Corporation Finance Staff Accountant