Unassociated Document
P-Com,
Inc.
3175
S. Winchester Boulevard
Campbell,
CA 95008
April 29,
2005
|
Securities
and Exchange Commission
Division
of Corporation Finance
450
Fifth Street, N.W.
Washington,
D.C. 20549 |
|
| |
Re: |
P-Com,
Inc. Request for Withdrawal of Post-Effective Amendment No. 1
to
Form S-1 Registration Statement (File No.
333-111405) |
Ladies
and Gentlemen:
In
accordance with Rule 477 promulgated under the Securities Act of 1933, as
amended, P-Com, Inc., a Delaware corporation (the "Company"), hereby requests
withdrawal of its Post-Effective Amendment No. 1 to Form S-1 Registration
Statement (File No. 333-111405) ("Post-Effective Amendment No. 1") filed
with the Securities and Exchange Commission on January 28, 2005.
The
reason for such withdrawal is that Post-Effective Amendment No. 1 was
filed, in part, for the purpose of registering additional shares and, therefore,
was incorrectly filed as a post-effective amendment. No securities were sold in
connection with Post-Effective Amendment No. 1. The Company plans to file a
new registration statement on Form S-2 for the purpose of registering the
additional shares discussed in Post-Effective Amendment No. 1.
If you
should have any questions regarding this request for withdrawal, please do not
hesitate to contact Bill Manierre of Sheppard, Mullin, Richter & Hampton,
the Company's outside counsel, at (415) 774-3283.
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Very
truly yours, |
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P-COM, Inc.
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By: |
/s/ Daniel W. Rumsey |
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Daniel W. Rumsey
Chief
Restructuring Officer |