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[WEBMD, INC. LETTERHEAD]
May 12, 1999
Via EDGAR
- ---------
Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: WebMD, Inc.
Registration Statement on Form S-1
File No. 333-71359
Ladies and Gentlemen:
Pursuant to Rule 477 under the Securities Act of 1933, the undersigned
registrant, WebMD, Inc. (the "Company"), hereby requests the Commission's
consent to withdraw the above-referenced Registration Statement. This request
is made because the Company has decided to pursue a strategy that does not
involve the offer and sale of its shares to the public. Therefore, the Company
has decided not to engage in an initial public offering at this time.
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 prospective underwriters
circulated preliminary prospectuses in connection with the proposed offering.
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 (404) 479-7653 or James Walker of Nelson Mullins Riley &
Scarborough, L.L.P. at (404) 817-6190.
Very truly yours,
/s/ Jeffrey T. Arnold
Jeffrey T. Arnold
Chairman and Chief Executive Officer
cc: Mr. Jae K. Kim
W. Michael Heekin, Esq.
Nora L. Gibson, Esq.
Glenn W. Sturm, Esq.
James Walker IV, Esq.
Terresa R. Tarpley, Esq.
