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[IMPRESSE LETTERHEAD]
May 24, 2000
BY EDGAR
Securities and Exchange Commission
Division of Corporate Finance
Attention: Corey A. Jennings
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549-1004
RE: Impresse Corporation
Registration Statement on Form S-1, SEC File No. 333-95923
Registration Statement on Form 8-A, SEC File No. 000-29729
Dear Mr. Jennings:
Pursuant to Rule 477(a) promulgated under the Securities Act of 1933,
as amended, the undersigned registrant (the "Registrant") hereby applies for
an order granting the immediate withdrawal of its Registration Statement on
Form S-1, together will all exhibits and amendments thereto (SEC File No.
333-95923), which was originally filed on February 1, 2000 and its
Registration Statement on Form 8-A (SEC File No. 000-2972) which was
originally filed on February 29, 2000 (collectively, the "Registration
Statements").
The Registrant has determined that the terms currently available for
new issuances in the public marketplace are not sufficiently favorable to
pursue its initial public offering at this time. In light of this
determination and the Registrant's financial flexibility to defer the
proposed financing, the Registrant has determined not to proceed with the
offering contemplated by the Registration Statements. No securities have
been sold pursuant to the Registration Statements and all activity in pursuit
of the offering has been discontinued.
Accordingly, the Registrant hereby requests that an order granting
the withdrawal of the Registration Statements be issued by the Commission as
soon as possible.
Sincerely,
IMPRESSE CORPORATION
By: /s/ Sanjai K. Bijawat
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Sanjai K. Bijawat
Chief Financial Officer
