<PAGE>
[LETTERHEAD OF LINUXCARE, INC.]
April 27, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, D.C. 20549-1004
Via Overnight Courier.
Re: Linuxcare, Inc. Registration Statement on Form S-1 (File No. 333-94985)
-----------------------------------------------------------------------
Ladies and Gentlemen:
Pursuant to Rule 477 under the Securities Act of 1933, as amended,
Linuxcare, Inc. (the "Company") requests the withdrawal of the Company's
Registration Statement on Form S-1, file number 333-94985 (the "S-1 Registration
Statement"). The Company has elected not to proceed with the offering due to
general market conditions and a determination that it would not be in the
Company's best interest to proceed at this time. No offers or sales of the
Company's Common Stock were made pursuant to the S-1 Registration Statement.
If you have any questions, please call Jonathan Levy of Wilson Sonsini
Goodrich & Rosati (650) 493-9300, David Schellhase, Vice President and General
Counsel of the Company at (415) 354-4299 or me. Thank you.
Very truly yours,
/s/ Christian Paul
Christian Paul
Chief Financial Officer
