SecProbe.io

CORRESP
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filename1.htm

    d962068_corresp.htm

                    February 6,
2009

    VIA EDGAR

              Cecilia D. Blye, Esq.

              Chief,
      Office of Global Security Risk

              United
      States Securities and Exchange Commission

              100
      F Street N.E.

              Washington,
      DC  20549-5546

              Re:

              Nordic American Tanker Shipping Limited

              Form
      20-F for the Fiscal Year Ended December 31, 2007

              Filed
      May 9, 2008

              File
      No. 1-13944

    Dear Ms. Blye:

    We represent Nordic American Tanker
Shipping Limited (the “Company”).  By letter dated January 30,
2009, the Staff of the Securities and Exchange Commission (the “Staff”) provided
comments to the Company’s Annual Report on Form 20-F for the Fiscal Year ended
December 31, 2007 (the “Annual Report”).  The Company’s responses,
together with the Staff’s requests, are set forth below.

              1.

              On
      page 6 of your Form 20-F you state that “from time to time, vessels in our
      fleet call on ports located in countries subject to sanctions and
      embargoes imposed by the U.S. government and countries identified by the
      U.S. government as state sponsors of terrorism.”  Cuba, Iran,
      Sudan, and Syria are identified by the U.S. State Department as state
      sponsors of terrorism and subject to U.S. economic sanctions and export
      controls.  Your Form 20-F, however, neither specifies the
      terrorist-sponsoring countries where vessels in your fleet make their
      calls, nor describes your business contacts related to those
      countries.

    Please
describe for us, in reasonable detail, your past, present and anticipated
contacts with Cuba, Iran, Sudan, and Syria, whether through direct or indirect
arrangements.  Your response should describe the shipments to, from,
or involving Cuba, Iran, Sudan, and Syria, and any agreements or arrangements
you may have, directly or indirectly, with the governments of the referenced
countries or entities controlled by those governments.  Finally, tell
us whether any vessels owned, operated, or chartered directly or indirectly by
you have contacts with the referenced countries (by either calling on their
ports or being leased by them) carry any U.S.-origin goods to those countries or
employ U.S. citizens.

    The
Company operates eleven of its twelve trading vessels in cooperative spot market
arrangements with vessels owned by third parties. These arrangements are managed
and operated by the Swedish group, Stena

          Cecilia D. Blye, Esq.

          February
6, 2008

          Page
2

    Bulk
AB and by Frontline Management Limited, both of which are third party
administrators. These administrators have the responsibility for the commercial
management of the participating vessels, including marketing, chartering,
operating and bunker (fuel oil) purchasing for the vessels. As a result, the
administrators, not the Company, choose the ports of call for the vessels. The
earnings of all of the vessels are aggregated and divided according to the
relative performance capabilities of each vessel and the actual earning days
each vessel was available during the period, which means that the Company does
not receive revenues that are identified as having accrued from any specific
voyage, even if one of the Company’s vessels was involved in such
voyage.

    None
of the Company’s vessels have called on ports within Cuba, Iran or Syria during
the years ended December 31, 2007 and December 31, 2008, nor is the Company
aware of any planned port calls within those states for this year. Four of the
Company’s vessels, the Nordic
Moon, the Nordic
Hunter, the Nordic
Apollo, and the Nordic
Saturn, called on Marsa Bashayer, Sudan during the years ended December
31, 2007 and December 31, 2008, in order to load oil cargoes. Specifically, the
Nordic Moon, the Nordic Hunter and the Nordic Apollo each called on
Marsa Bashayer once during the year ended December 31, 2007. The Nordic Apollo and the Nordic Saturn called on Marsa
Bashayer four times each during the year ended December 31, 2008. These vessels
do not employ U.S. citizens and did not carry U.S.-origin cargoes.

    These
are the sole contacts of the Company or its vessels with Cuba, Iran, Sudan or
Syria during the years ended December 31, 2007 and December 31, 2008. It is
important to note that while operating in these spot market cooperative
arrangements, the Company does not have any control over the ports of call in
which the Company’s vessels trade. As discussed above, the Company does not
receive revenues expressly earmarked to the calls on Marsa Bashayer, other than
its share of the revenues calculated across the group of vessels managed by the
administrator as a whole during the period. The Company has no plans at this
time for extending business contacts with Sudan or any Sudanese
company.

              2.

              Please
      discuss the materiality of any contacts with Cuba, Iran, Sudan, and Syria
      described in response to the foregoing comment, and whether those contacts
      constitute a material investment risk for your security
      holders.  You should address materiality in quantitative terms,
      including the approximate dollar amounts of any associate revenues,
      assets, and liabilities for the last three fiscal years. Also, address
      materiality in terms of qualitative factors that a reasonable investor
      would deem important in making an investment decision, including the
      potential impact of corporate activities upon a company's reputation and
      share value. As you may be aware, various state and municipal governments,
      universities, and other investors have proposed or adopted divestment or
      similar initiatives regarding investment in companies that do business
      with state sponsors of terrorism. Your materiality analysis should address
      the potential impact of the investor sentiment evidenced by such actions
      directed toward companies that have operations associated with Cuba, Iran,
      Sudan, or Syria.

          Cecilia D. Blye, Esq.

          February
6, 2008

          Page
3

    As
discussed above, the Company does not receive revenues identified to the calls
on Marsa Bashayer, other than its share of the revenues calculated across the
group of vessels managed by the administrator as a whole during the period. The
aggregate 11 calls on Marsa Bashayer by vessels owned by the Company during the
years ended December 31, 2007 and December 31, 2008, reflect only 5% of the
total port calls made by all of the Company’s vessels during that same period.
As a result, the Company
believes there is no materiality in quantitative terms in respect of revenues,
assets or liabilities.

    Qualitatively,
the Company believes its operation
of certain vessels in spot market cooperative arrangements with other
vessels that are not owned by it, pursuant to which the administrators made
decisions with respect to ports of call, is immaterial to its reputation and
share price because the calls of the Company’s vessels at a port in Sudan
were infrequent. In addition, the
Company has already disclosed to its investors that its vessels may call in
Sudan.

    Since the vessels discussed above are
operated pursuant to cooperative arrangements, the Company does not pay
expenses related to the calls on Marsa Bashayer, including payments to Sudanese port
authorities for docking and other services, other than its share of the
expenses calculated across the group as a whole during the period. Insofar as potential payments made by
the administrators of these vessels to Sudanese port authorities are concerned,
the Company has also concluded that these are qualitatively immaterial to
the Company’s reputation and share price.  The Company’s
considerations have included the following: (i) The Company has no advance
knowledge of what the administrator pays to Sudanese authorities, (ii) the
Company has no control over payments made by the administrator to Sudanese
authorities, (iii) the Company does not believe that either the Company or the
administrator is subject to U.S. regulations in operating its vessels pursuant
to charters where the charterer directs the vessels to Sudanese ports to load
Sudanese oil cargoes, and  (iv) the Company under the terms of the
cooperative arrangements has no right to refuse to take Sudanese oil
cargoes.  Therefore, the Company does not believe that payments by the
administrator of these cooperative arrangements to Sudanese port authorities
would have a material qualitative effect on its reputation or its share
price.

    The
Company notes the Staff’s comments that a number of states have taken a variety
of positions with respect to investments in companies that do business with
countries identified as state sponsors of terrorism.  The Staff states
that the Company’s materiality analysis should address the potential impact of
investor sentiment evidenced by such actions concerning companies with
operations associated with Sudan.

          Cecilia D. Blye, Esq.

          February
6, 2008

          Page
4

    The
Company does not believe that it should be characterized as doing business with
Sudan.  As set forth above, the aggregate 11 calls on Marsa Bashayer
by vessels owned by the Company during the years ended December 31, 2007 and
December 31, 2008, reflect only 5% of the total port calls made by all of the
Company’s vessels during that same period. The Company reiterates that it does
not control the ports of call of its vessels while under operation in the
cooperative arrangements discussed above.

    The
Company monitors OFAC and international asset control regulations and believes
that it is in compliance with all such regulations.

    Accordingly,
the Company believes that qualitatively the level of its contacts with Sudan
poses no material risk to its investors.

    *                              *                                *                                *

    The
Company understands that it is responsible for the adequacy and accuracy of the
disclosure in its filing; Staff comments or changes to disclosure to Staff
comments do not foreclose the Commission from taking any action with respect to
the filing; and 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.

    Please
feel free to contact the undersigned at (212) 574-1223, or Charles Cotter of
this office at (212) 574-1440, with any questions or comments.

                  Very truly yours,

                  SEWARD
      & KISSEL LLP

                  /s/ Gary J. Wolfe

                  by:  Gary
      J. Wolfe

                  cc:

                  Max Webb, Esq.

                  Assistant
      Director

                  Division
      of Corporation Finance

                  Pradip
      Bhaumik, Esq.

                  Special
      Counsel

                  Division
      of Corporation Finance

                  Herbjørn
      Hansson

                  Chief
      Executive Officer

                  Nordic
      American Tanker Shipping Limited

    SK 01318 0002
962068