INTEGRATED CARBONICS CORP
RW, 1998-09-25
MINING & QUARRYING OF NONMETALLIC MINERALS (NO FUELS)
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September 25, 1998

VIA FACSIMILE: (202) 942-9516
Mr. William Underhill
Securities and Exchange Commission
450 Fifth Street N.W.
Washington, DC 20549
   
   RE: Withdrawal Letter - Integrated Carbonics Corp. 000-24723

Dear Mr. Underhill;

Please  withdraw the Form 10 submission for Integrated  Carbonics
which  was filed on August 13, 1998. As we discussed on the phone
yesterday, I will make a number of changes and resubmit as a Form
10-SB.  Thank  you  for your assistance, and  if  there  are  any
questions, please do not hesitate to contact me.

Sincerely,


/s/ Daniel G. Chapman, Esq.

Daniel G. Chapman, Esq.


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