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November 27, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: OMM, INC.
Form 8-A
Filed October 3, 2000
File No. 000-31681
Ladies and Gentlemen:
This letter is filed in reference to the Registration Statement on Form 8-A
of OMM, Inc., a Delaware corporation, (File No. 000-31681), which was filed on
October 3, 2000 (the "Form 8-A").
OMM, Inc. hereby requests the consent of the Securities and Exchange
Commission to withdraw, without prejudice, its Form 8-A, filed pursuant to
Section 12(g) of the Securities Exchange Act of 1934, as amended. It appears
that the Form 8-A will become automatically effective prior to the effectiveness
of the related Form S-1 (File No. 333-45940). Therefore, OMM, Inc. intends to
refile the Form 8-A at a later date, closer to the anticipated effective date of
the related Form S-1. Accordingly, the Company respectfully requests that the
Commission include an order withdrawing the Registration Statement in the files
for the Registration Statement.
Please forward copies of this order to the undersigned at 9410 Carroll Park
Drive, San Diego, CA 92121, and to Bruce M. McNamara, counsel to the Company, at
Wilson Sonsini Goodrich & Rosati, 950 Page Mill Road, Palo Alto, CA 94304.
If you have any questions or require further information, please contact
the undersigned at (858) 362-2800.
Sincerely,
/s/ Philip Chapman
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Philip Chapman
Chief Financial Officer, OMM, Inc.
