SecProbe.io

Mail Stop 4561         March 31, 2009  Robert S. Armstrong Chief Financial Officer Ritchie Bros. Auctioneers Incorporated 6500 River Road Richmond, British Co lumbia V6X 4G5
Canada
Re: Ritchie Bros. Auctioneers Incorporated  Form 40-F for Fiscal Year Ended December 31, 2007  Filed February 21, 2008
 Form 40-F for Fiscal Year Ended December 31, 2008
Filed February 26, 2009
 File No. 001-13425

Dear Mr. Armstrong:

We have reviewed your response letter  dated February 25, 2009 in connection
with your Form 40-F for Fiscal Year Ended December 31, 2007 and have the following comment.  If indicated, we think you should revise your document in response to this comment.  If you disagree, we will consider your explanation as to why our comment is
inapplicable or a revision is unnecessary.  Pl ease be as detailed as necessary in your
explanation.  In our comment, we may ask you to provide us with supplemental
information so we may better understand your  disclosure.  After reviewing this
information, we may raise additional comments.    Form 40-F for the Fiscal Year Ended December 31, 2008

 Disclosure Controls and Procedures, page 2

1. We note the changes that you have made to the disclosure in this section (and in
the corresponding section in Exhibit 3) in response to  our letter dated November
26, 2008, in which we raised comments on your Form 40-F for the fiscal year
ended December 31, 2007.  However, in your conclusion regarding the
effectiveness of your disclosure controls  and procedures, you recite only a portion
of the definition of disclosure  controls and procedures pr ovided in Rule 13a-15(e).
The rule requires that disclosure controls  and procedures be “designed to ensure
that information required to be disclosed by th e issuer in the reports that it files or
submits under the Act…is r ecorded, processed, summari zed and reported, within

Robert S. Armstrong
Ritchie Bros. Auctioneers Incorporated March 31, 2009 Page 2
the time frames specified in the Commission’s rules and forms,” and that they also be designed to ensure that “informati on required to be disclosed by an issuer .
. . is accumulated and communicated to the issuer's management . . . as
appropriate to allow timely decisions re garding required disclosure.”  In your
response letter, please confirm, if tr ue, that your disclo sure controls and
procedures for the period covered by your Form 40-F met all of the requirements
of Rule 13a-15(e).  In future filings, please expressly tie your effectiveness conclusion to disclosure cont rols and procedures as set out in Rule 13a-15(e), or
recite the entire definition.

* * * * * * *

Please respond to this comment within 10 business days or tell us when you will
provide us with a response.  Please submit all correspondence and supplemental materials
on EDGAR as required by Rule 101 of Regulation S-T.  If you amend your filing(s), you may wish to provide us with marked copies of any amendment to expedite our review.  Please furnish a cover letter that keys your response to our comment and provides any
requested information.  Detailed cover letters greatly facilitate our review.  Please understand that we may have additional comm ents after reviewing any amendment and
your response to our comment.

You may contact Matthew Cr ispino, Staff Attorney, at  (202) 551-3456 or me at
(202) 551-3730 if you have any questi ons regarding the above comment.

       S i n c e r e l y ,           B a r b a r a  C .  J a c o b s
        A s s i s t a n t  D i r e c t o r