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September 11, 1998
VIA EDGAR AND FACSIMILE
Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Satellink Communications, Inc. Registration Statement on Form S-1
(Reg No. 333-49839)
Ladies and Gentlemen:
Pursuant to Rule 477 under the Securities Act of 1933, as amended, the
undersigned registrant, Satellink Communications, Inc. (the "Company"), hereby
requests the Commission's consent to withdraw the above-referenced Registration
Statement.
This request is made because the Company has been advised by its
underwriters that current market conditions are not conducive to an initial
public offering of common stock by the Company and that market conditions in the
Company's industry are unlikely to improve until later in 1998. Additionally,
the Company intends to continue to explore acquisition opportunities, including
acquisitions involving the issuance of shares of the Company's common stock.
The Company believes that its ability to issue shares of its common stock is
limited while the Registration Statement is on file and that any such limitation
could materially and adversely affect its ability to pursue and consummate
acquisitions.
The Company believes that withdrawal of the Registration Statement is
consistent with the public interest and the protection of investors,
particularly because neither the Company nor its underwriters circulated
preliminary prospectuses in connection with the proposed offering or otherwise
engaged in active marketing of the Company's common stock. Accordingly, the
Company respectfully requests that the Commission grant its request to withdraw
the Registration Statement.
If you have questions or comments about the foregoing, please call the
undersigned at (770) 625-2699 or Hill Jeffries or Scott Dickinson of Alston &
Bird LLP at (404) 881-7000.
Sincerely,
/s/ Daniel D. Lensgraf
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Daniel D. Lensgraf
Vice President and Chief Financial Officer
cc: M. Hill Jeffries, Esq.
Scott D. Dickinson, Esq.
