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LeBoeuf, Lamb, Greene & MacRae, L.L.P.
125 West 55th Street
New York, New York 10019
June 9, 1995
VIA ELECTRONIC TRANSMISSION
Securities and Exchange Commission
450 Fifth STreet, N.W.
Washington, D.C. 20549
Attn: Joseph P. Babits
Division of Corporation Finance
Re: ITT Corporation - Registration Statement on Form 8-A
(File No. 1-05627)
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Dear Ladies & Gentlemen:
In accordance with discussions with Mr. Joseph Babits of the Division
of Corporation Finance, ITT Corporation ("ITT") is requesting withdrawal of
its registration statement on Form 8-A (File No. 1-05627), filed with the
Securities and Exchange Commission (the "Commission") on June 1, 1995. ITT is
requesting withdrawal of this registration statement because it was filed with
the Commission prior to certification of the debt securities being registered
thereunder by the New York Stock Exchange (the "Exchange") for listing and
registration under the Securities Exchange Act of 1934, as amended.
Please confirm permission for such withdrawal so that the Form 8-A may
be immediately refiled now that the Exchange has certified the issue. If you
have any questions or require any additional information, please contact Frank
T. Medici (212-424-8151) or the undersigned at 212-424-8040.
Very truly yours,
/s/ David P. Bicks
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David P. Bicks
