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December 14, 2000
Ms. Johanna V. Lossert
Securities and Exchange Commission
450 5th Street, N.W.
Mail Stop 4-6
Washington, DC 20549
Re: e-PROFILE, Inc. Registration Statement on
Form S-1 (File No. 333-43218) Request for Withdrawal
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Dear Ms. Lossert:
Pursuant to Rule 477 of the Securities Act of 1933, as amended, e-PROFILE,
Inc. (the "Registrant") hereby requests the withdrawal of its Registration
Statement on Form S-1 (File No. 333-43218), together with all exhibits thereto
(the "Registration Statement"), originally filed with the Commission on August
7, 2000, on the grounds that current market conditions do not support a public
offering of the Registrant's Common Stock at this time. The Registration
Statement has not yet been declared effective and no securities have been
offered or sold pursuant to the Registration Statement. Accordingly, we request
that an order granting withdrawal of the Registration Statement be issued
immediately.
Should you have any questions or require additional information, please
contact our counsel, Brian M. Katz, Esquire, of the law firm of Pepper Hamilton
LLP at (215) 981-4193.
Very truly yours,
/s/ Michael Sanchez
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Michael Sanchez, President
