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SEC Response Letter dated April 14, 2009

    Ritchie Bros. Auctioneers Incorporated

6500 River Road, Richmond, BC, Canada   V6X 4G5

    Tel: 604-273-7564  •  Fax: 604-273-2405

April 14, 2009

VIA EDGAR

Ms. Barbara C. Jacobs

Assistant Director

Division of Corporation Finance

United States Securities and Exchange Commission

Mail Stop 4561

100 F Street, N.E.

Washington, D.C. 20549

Dear Ms. Jacobs:

    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

This letter is written in response to the comment included in your letter dated March 31, 2009
regarding your review of our Form 40-F filings referenced above. We have included your original
comments in bold text below for your convenience. References in this letter to “we”, “our” or “us”
are to Ritchie Bros. Auctioneers Incorporated and its subsidiaries.

We also acknowledge that:

    •

    we are responsible for the adequacy and accuracy of the disclosure in our SEC filings;

    •

    staff comments or changes to disclosure in response to staff comments do not foreclose the
Commission from taking any action with respect to the filings; and

    •

    we may not assert staff comments as a defense in any proceedings initiated by the
Commission or any person under the federal securities laws of United States.

Comments and Responses for 2008 Form 40-F

    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

Ms.
Barbara J. Jacobs

April 14, 2009

Page 2 of 2

    the effectiveness of your disclosure controls and
procedures, you recite only a portion of the definition of disclosure controls and procedures
provided in Rule 13a-15(e). The rule requires that disclosure controls and procedures be
“designed to ensure that information required to be disclosed by the issuer in the reports
that it files or submits under the Act...is recorded, processed, summarized and reported,
within the time frames specified in the Commission’s rules and forms,” and that they also be
designed to ensure that “information required to be disclosed by an issuer...is accumulated
and communicated to the issuer’s management...as appropriate to allow timely decisions
regarding required disclosure.” In your response letter, please confirm, if true, that your
disclosure controls and procedures for the period covered by your Form 40-F met all the
requirements of Rule 13a-15(e). In future filings, please expressly tie your effectiveness
conclusion to disclosure controls and procedures as set out in Rule 13a-15(e), or recite the
entire definition.

    We confirm that our disclosure controls and procedures for the period covered by our Form
40-F for the year ended December 31, 2008 met all the requirements of Rule 13a-15(e) under
the Securities Exchange Act of 1934. In our future filings, we will expressly tie our
effectiveness conclusion to disclosure controls and procedures as set out in Rule 13a-15(e).

Please contact me if you have any additional questions after reviewing our responses to your
comments.

Sincerely,

/s/  Robert A. McLeod

Robert A. McLeod

Chief Financial Officer

Phone: (604) 233-5521

Email: rmcleod@rbauction.com