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MAXAM GOLD CORPORATION
528 Fon Du Lac Drive
East Peoria, Illinois 61611
(309) 699-8725
May 27, 1998
United States
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: Mr. Richard Wulff
Branch Chief, Office of Small Business Review
RE: Maxam Gold Corporation, Form No. SB-2,
File No. 333-38577
Dear Mr. Wulff:
Pursuant to the provision of the Regulation 477 of the
Securities Act of 1933, as amended, the registrant, Maxam Gold
Corporation (the "Company"), hereby requests that the Securities
and Exchange Commission (the "Commission") enter an order
permitting the Company to withdraw its registration statement as
filed with the Commission, in the above captioned matter. The
Company hereby requests permission to withdraw said registration
statement for the reason that the warrants proposed to be
registered are out-of-the-money and accordingly it is not
economical or reasonable to distribute or register the same at this
time. The Company has not offered or sold any securities pursuant
to the pending registration statement. Based upon the foregoing,
the Company does not believe that it will again seek registration
of the warrants or underlying shares in the near future.
Thank you for your cooperation.
Yours truly,
MAXAM GOLD CORPORATION
BY: /s/ Alan Hubbard, President
