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Winston & Strawn
35 West Wacker Drive
Chicago, Illinois 60601
(312) 558-5600
October 15, 1998
Division of Corporation Finance
Securities and Exchange Commission
Mail Stop 4-9
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: Mr. David Lavan
Re: Akorn, Inc. (Issuer File No. 333-60069)
Application for Withdrawal of Registration Statement
Ladies and Gentlemen:
We are legal counsel to Akorn, Inc., a Louisiana corporation ("Akorn")
and have been authorized by Akorn to make the various factual representations
contained in this letter.
This application is made on behalf of Akorn pursuant to Rule 477
under the Securities Act of 1933, as amended, for withdrawal of Akorn's
registration statement (the "Registration Statement") on Form S-1
(Reg. No. 333-60069) filed on July 28, 1998.
The withdrawal requested hereby is being sought for the following
reasons: (a) Akorn has determined, after advice and consultation with the
proposed underwriters for the offering regarding the current state of the
public markets, that it is not in the best interests of Akorn to offer or
sell its common stock at this time; (b) the Registration Statement has not
been declared effective by the Securities and Exchange Commission (the
"Commission"); and (c) it would be unnecessarily burdensome and expensive for
Akorn to continue with a public offering of its common stock. No securities
have been sold pursuant to the Registration Statement.
On the basis of the foregoing, Akorn respectfully requests that the
Commission grant its Application to withdraw the Registration Statement.
Should you have any questions or require anything further, please
contact John L. MacCarthy at (312) 558-5876 or Gregory J. Bynan at
(312) 558-7342.
Yours sincerely,
John L. MacCarthy
Winston & Strawn
cc: John N. Kapoor, Ph.D.
Rita McConville
Stanley B. Blaylock
Kimberly A. Knight
