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ROBERTS, SHERIDAN & KOTEL
A PROFESSIONAL CORPORATION
640 FIFTH AVENUE
NEW YORK, N.Y. 10019
PHONE: (212) 262-5700
FACSIMILE (212) 262-0404
October 3, 1996
CONFIDENTIAL
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street N.W.
Washington, D.C. 20549
Attention: Filing Desk
AVAX TECHNOLOGIES, INC.
REGISTRATION STATEMENT ON FORM 8-A
FILE NO. 0-28708
Dear Sirs:
This letter is written on behalf of our client, AVAX Technologies,
Inc., a Delaware corporation ("AVAX" or the "Company" regarding its Registration
Statement on Form 8-A (the "Form 8-A"), File No. 0-28708 filed with the
Securities and Exchange Commission on August 9, 1996, pursuant to Rule 12(g)
under the Securities and Exchange Act of 1934 (the "Exchange Act").
The Form 8-A was filed in connection with the filing by the Company of
its Registration Statement on Form SB-2, Registration No. 333-09349, pursuant to
Regulation SB under the Securities Act of 1933 (the "Securities Act"), and in
anticipation that the Form 8-A would become effective at the same time as the
SB-2 Registration Statement. However, pursuant to Rule 12(g) of the Act (and
as noted by the Staff's letter of September 23, 1996 to the Company), the Form
8-A will become effective automatically on October 7, 1996 (I.E., 60 days after
filing).
Presently, it is not certain if the SB-2 Registration Statement will
become effective by October 8, 1996. Accordingly, the Company hereby withdraws
the Form 8-A in order that it will not become effective before the effectiveness
of the SB-2 Registration Statement. The Company intends to refile a
registration statement on Form 8-A prior to the effectiveness of its SB-2
Registration Statement.
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Pursuant to Regulation ST this correspondence is being transmitted
electronically via EDGAR. As is our practice, a paper copy is being sent to
your office. Please acknowledge receipt of the paper copy of this letter by
stamping the enclosed copy of this letter and returning it in the pre-addressed,
stamped envelop enclosed for such purpose. Should you have any questions or
comments, the Company would appreciate hearing from you telephonically by
contacting me directly at (212) 262-5700 so that we may address any concerns as
promptly as possible.
Very truly yours,
Ira L. Kotel
Copy to:
Antonio Stanco, Esq.
Mr. William Underhill
Securities and Exchange Commission
Division of Corporate Finance
Mail Stop 7-8
450 5th Street, N.W.
Washington, D.C. 20549
