October 30, 1998
VIA EDGAR AND FACSIMILE (202) 942-9528
Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Gold Kist Inc. Registration Statement on Form S-2
(Reg. No. 333-64221)
Ladies and Gentlemen:
Pursuant to Rule 477 under the Securities Act of 1933, as
amended, the undersigned registrant, Gold Kist Inc. (the
"Company"), hereby requests the Commission's consent to
withdraw the above-referenced Registration Statement.
This request is made because the Company has completed
the sale of, inter alia, its retail stores division, which had
served as the principle means of distribution of the
securities through its wholly-owned subsidiary and registered
broker/dealer, Agvestments, Inc. In light of this
disposition, the Company has decided to discontinue its debt
financing program and to withdraw its pending Registration
Statement, which has not been declared effective.
The Company believes that withdrawal of the Registration
Statement is consistent with the public interest and the
protection of investors. 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 me at (770) 393-5328 or Mark McElreath or Todd
Wade of Alston & Bird LLP at (404) 881-7000.
Sincerely,
J. David Dyson
JDD:sr
[10412]
cc: Susan Donovan
(NASD)
Mark McElreath
Todd Wade
