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[letterhead of Intracel Corporation]
March 3, 1999
VIA EDGAR AND FACSIMILE
Mr. Jeffrey P. Riedler
Division of Corporation Finance
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Intracel Corporation
Request to Withdraw Registration Statement on Form 8-A, as amended.
File No. 000-25363
Ladies and Gentlemen:
Intracel Corporation, a Delaware corporation (the "Company"), hereby
makes application to immediately withdraw its Registration Statement on Form 8-A
(File No. 000-25363) (the "8-A Registration Statement"), relating to the
Company's securities. The Registrant filed the 8-A Registration Statement on
February 8, 1999, under Section 12(b) and 12(g) of the Securities Exchange Act
of 1934, as amended (the "`34 Act"). This request for withdrawal of the 8-A
Registration Statement is being made because the Company is will not request
effectiveness for its Registration Statement on Form S-1 (File No. 333-58819) by
the date the 8-A Registration Statement would automatically become effective
pursuant to Section 12 of the `34 Act.
If you have any questions regarding this request for withdrawal, please
call our contact Allen L. Weingarten or Gregory R. Carney of Morrison & Foerster
LLP, counsel to the Company, at (212) 468-8063 and (212) 468-8151, respectively.
Sincerely,
INTRACEL CORPORATION
By: /s/ Simon R. McKenzie
-------------------------------
Simon R. McKenzie
President and Chief Executive Officer
cc: John L. Krug, Esq.
Allen L. Weingarten, Esq.
Gregory R. Carney, Esq.
