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PROSPECT MEDICAL HOLDINGS, INC.
515 SOUTH FLOWER STREET, #1640
LOS ANGELES, CA 90071
VOICE (213) 629-2185 FAX (213) 629-2272
March 31, 1999
VIA EDGAR
Securities and Exchange Commission
Division of Corporation Finance
450 5th Street, N.W.
Mail Stop 3-9
Washington, D.C. 20549
Re: REGISTRATION STATEMENT ON FORM S-1, FILE NO. 333-63801
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Ladies and Gentlemen:
Prospect Medical Holdings, Inc. (the "Company") hereby requests that its
Registration Statement on Form S-1 (File No. 333-63801) be immediately withdrawn
pursuant to Rule 477 of Regulation C under the Securities Act of 1933, as
amended. The Company believes that the withdrawal of the Registration Statement
is advisable based upon market conditions. The Company hereby confirms that no
securities have been or will be sold pursuant to the Registration Statement.
Therefore, the Company believes that withdrawal of the Registration Statement is
consistent with the public interest and the protection of investors.
Very truly yours,
/s/ Jacob Y. Terner, M.D.
Jacob Y. Terner, M.D.
Chief Executive Officer
(Agent for Service of Process)
