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DataWave Systems Inc.
101 West 5th Avenue
Vancouver, British Columbia
Canada V5Y 1H9
September 4, 1998
Barry N. Summer
Assistant Director
Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: DataWave Systems Inc. (the "REGISTRANT")
Withdrawal of Registration Statement on Form S-1
Commission File No. 333-56019
Dear Mr. Summer:
Pursuant to Rule 477 of the Securities Act of 1933, the Registrant
hereby respectfully requests the Securities and Exchange Commission's consent to
the withdrawal of the Registration Statement on Form S-1, Commission File No.
333-56019 (as amended through the date hereof, the "REGISTRATION STATEMENT") of
the Registrant.
Upon the grant of the Securities and Exchange Commission's consent
hereto, please return a dated copy of the order granting such withdrawal, which
order shall state "Withdrawn upon the request of the registrant, the Commission
consenting thereto." We would appreciate it if such order would be placed in
Commission File No. 333-56019.
Please do not hesitate to contact the undersigned or Morgan P.
Guenther or Ken Kimura of Paul, Hastings, Janofsky & Walker LLP, counsel to the
Registrant, at (415) 835-1623 with any questions with regard to this matter.
Very truly yours,
DataWave Systems Inc.
By: /s/ Clive Barwin
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Clive Barwin
President
cc: Mr. Keith Pisani, Ms. Barbara Stark and Joseph Kempf
