VentureTech, Inc.
11480 Sunset Hills Road
Suite 110E
Reston, Virginia 22090
February 11, 1997
William Tolbert
Assistant Director
Securities and Exchange Commission
Division of Corporate Finance
Mail Stop 3-7
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: VentureTech, Inc.
Withdrawal of Registration Statement on Form S-1
File No. 333-7113
Dear Mr. Tolbert:
Please be advised that VentureTech, Inc. (the "Company")
hereby requests withdrawal of its registration statement on
Form S-1 as referenced above and all amendments thereto pursuant to
the provisions of Rule 477 promulgated under the Securities Act of
1933, as amended, and per the power established by Rule 478 of said
Act.
It is believed to be in the best interest of the Company to
withdraw its registration statement due to the Commission's request
to restructure the nature of the offering as it relates to the
Company's private funding. The Company believes that by
withdrawing its registration statement, it will have greater
flexibility to enter into new arrangements concerning its business
and private funding. The Company continues to negotiate with its
private investors and may subsequently file a new registration
statement.
No securities have been sold or issued pursuant to or in
reliance upon the registration statement or the Company's
prospectus which is part of the registration statement. Also, the
Company did not realize any proceeds from the registration
statement.
Inquiries regarding the Company should be directed to our
counsel, Leonard E. Neilson, 1121 East 3900 South, Suite C-200,
Salt Lake City, Utah 84124, telephone (801) 288-2855, and fax (801)
288-2850.
VentureTech, Inc.
By: Kenneth Fitzpatrick
(Signature)
Kenneth F. Fitzpatrick, President
cc: Ellie Quarles and Letty Lynn
