<PAGE>
Kramer, Levin, Naftalis & Frankel
919 Third Ave.
New York, NY 10022
September 4, 1996
VIA EDGAR
- ---------
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street. N.W.
Washington, D.C. 20549
Re: Registration Statement on Form 8-A of Twinlab Corporation
with respect to the proposed offering of its common stock, par
value $1.00 per share ("Common Stock")
File No. 0-21003
-------
Ladies and Gentlemen:
On behalf of Twinlab Corporation, a Delaware corporation (the
"Registrant"), we respectfully withdraw the Registration Statement on Form 8-A
(File No. 0-21003) relating to the Registrant's offering of Common Stock
pursuant to a Registration Statement on Form S-1 (File No. 333-05191)(the "Form
S-1"), as amended, originally filed with the Commission on July 11, 1996
pursuant to the Securities Exchange Act of 1934.
The Registrant will submit an updated Registration Statement on
Form 8-A prior to requesting effectiveness of the Form S-1, and is withdrawing
in order to forestall what it understands would otherwise be its automatic
effectiveness.
Should you have any questions with regard to the above, please
call the undersigned at (212) 715-7640.
Very truly yours,
/s/ Daniel E. Wolf
------------------
Daniel E. Wolf
cc: Philip M. Kazin, Esq.
Mark C. Smith, Esq.
NASDAQ National Market
