January 28, 2019 Jeremy L. Moore Baker Botts LLP
[email protected] Re: Valero Energy Corporation Dear Mr. Moore: This letter is in regard to your correspondence dated January 17, 2019 concerning the shareholder proposal (the “Proposal”) submitted to Valero Energy Corporation (the “Company”) by the Unitarian Universalist Association (the “Proponent”) for inclusion in the Company’s proxy materials for its upcoming annual meeting of security holders. Your letter indicates that the Proponent has withdrawn the Proposal and that the Company therefore withdraws its December 22, 2018 request for a no-action letter from the Division. Because the matter is now moot, we will have no further comment. Copies of all of the correspondence related to this matter will be made available on our website at http://www.sec.gov/divisions/corpfin/cf-noaction/14a-8.shtml. For your reference, a brief discussion of the Division’s informal procedures regarding shareholder proposals is also available at the same website address. Sincerely, Courtney Haseley Special Counsel cc: Tim Brennan Unitarian Universalist Association
[email protected] *** FISMA & OMB Memorandum M-07-16 910 LOUISIANA AUSTIN LONDON HOUSTON, TEXAS BEIJING MOSCOW 77002-4995 BRUSSELS NEW YORK DALLAS PALO ALTO DUBAI RIYADH TEL +1 713.229.1234 HONG KONG SAN FRANCISCO FAX +1 713.229.1522 HOUSTON WASHINGTON BakerBotts.com Jeremy L. Moore TEL +1 713.229.1626 January 17, 2019 FAX +1 713.229.2826
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[email protected]) Office of Chief Counsel 1934 Act Division of Corporation Finance Rule 14a-8(i)(10) Securities and Exchange Commission Rule 14a-8(i)(3) 100 F Street NE Washington, D.C.