ON SEMICONDUCTOR CORPORATION
5005 East McDowell Road
Phoenix, Arizona 85008
July 19, 2006
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: | ON Semiconductor Corporation Application for Qualification of an Indenture |
on Form T-3 (File No. 22-28812) |
Dear Sir or Madam:
On behalf of ON Semiconductor Corporation, I hereby request the acceleration of the effective date of the above-referenced Application for Qualification so that such filing is declared effective at 10:00 A.M., Eastern Standard Time, on July 21, 2006, or as soon as practicable thereafter.
In connection with this request for the acceleration of the effective date of the Application for Qualification, I acknowledge that:
(i) should the Securities and Exchange Commission (the Commission) or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;
(ii) 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
(iii) the registrants may not assert the declaration of effectiveness or the staffs comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
[Signature page follows]
Very truly yours, | ||
ON Semiconductor Corporation | ||
By: | /s/ Judith A. Boyle | |
Name: | Judith A. Boyle | |
Title: | Vice President, Assistant General Counsel and Assistant Secretary |