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[WSGR Letterhead]
December 3, 1996
VIA EDGAR
Securities and Exchange Commission
450 Fifth Street, N.W.
Mail Stop 7-6
Washington, D.C. 20549
ATTN: Thomas Jones, Senior Attorney
RE: INTROGEN THERAPEUTICS, INC. (THE "COMPANY") FORM 15 REQUESTING
WITHDRAWAL OF THE COMPANY'S REGISTRATION STATEMENT ON FORM 8-A
(FILE NO. 0-21291) FILED ON NOVEMBER 1, 1996.
Dear Mr. Jones:
In light of current market conditions, the Company was unable to
complete its contemplated initial public offering. Therefore, the Company hereby
requests withdrawal of its Registration Statement on Form 8-A (File No.0-21291).
The Company requests such termination of registration of its Common Stock
pursuant to Rule 12g-4(a)(1)(i) of the Securities Exchange Act of 1934. Attached
is the Company's requisite certificate on FORM 15 certifying its Common Stock is
held by less than three hundred (300) persons.
Thank you for your assistance.
Sincerely,
WILSON SONSINI GOODRICH & ROSATI
Professional Corporation
/s/ William B. Owens, Jr.
William B. Owens, Jr.
cc: Abe Zachariah
George Hnatiw
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER
SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 333-11297
INTROGEN THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
Delaware 74-2704230
(State of incorporation or organization) (I.R.S. Employer Identification No.)
301 Congress Avenue
Suite 1850 78701
Austin,Texas
(Address of principal executive offices) (Zip Code)
Common Stock, $.001 par value per share
(Title of each class of securities covered by this Form)
None
(Titles of all other classes of securities for which a duty to file
reports under 13(a) or 15(d) remains)
Rule 12g-4(a)(1)(i)
(Rule provision relied upon to terminate the duty to file reports)
50
(Approximate number of holders of record as of the certification or notice date)
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, INTROGEN THERAPEUTICS, INC. has caused this certification/notice to be
signed on its behalf by the undersigned duly authorized person.
DATE: December 3, 1996. Introgen Therapeutics, Inc.
BY: /s/ David G. Nance
---------------------------------
David G. Nance
President and Chief Executive Officer
