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[ILD Telecommunications, Inc. Letterhead]
June 1, 1999
VIA EDGAR AND OVERNIGHT DELIVERY
Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: Mr. Barry Summer
Re: ILD Telecommunications, Inc. Registration Statement on Form S-1
(Reg No. 333-51663)
Dear Mr. Summer:
Pursuant to Rule 477 under the Securities Act of 1933, as amended, the
undersigned registrant, ILD Telecommunications, 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 1999.
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.
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[ILD Telecommunications, Inc. Letterhead]
If you have questions or comments about the foregoing, please call the
undersigned at (972) 503-1919 or Hill Jeffries or Chris Haffke of Alston &
Bird LLP at (404) 881-7000.
Sincerely,
/s/ DENNIS STOUTENBURGH
Dennis Stoutenburgh
President
cc: M. Hill Jeffries, Esq.
Christopher W. Haffke, Esq.
