JTH TAX, INC.
2610 Potters Road
Virginia Beach, VA 23452
October 21, 1998
Mr. Donald J. Rinehart
United States Securities and
Exchange Commission
Division of Corporation Finance
Mail Stop 3-4
Washington, D.C. 20549
Re: JTH Tax, Inc. Form SB-2
File No. 333-58085
Dear Mr. Rinehart:
On behalf of JTH Tax, Inc., I request the withdrawal of the
Registration Statement referred to above. The Company has elected to pursue this
offering as a Regulation D offering under Rule 506, and none of the securities
covered by the offering described in the Registration Statement have been sold
at this time.
If you have any questions, please do not hesitate to call Kathleen
Curry at 757-340-7610, or our outside counsel, James J. Wheaton at 757-628-5619.
Very truly yours,
John T. Hewitt
President
