[V&E LETTERHEAD]
ATTORNEYS AT LAW
VINSON & ELKINS L.L.P.
1325 AVENUE OF THE AMERICAS
17TH FLOOR
NEW YORK, NEW YORK 10019
TELEPHONE (917) 206-8000
FAX (917) 206-8100
www.vinson-elkins.com
WRITER'S TELEPHONE WRITER'S
FAX
(917) 206-8103 (917) 206-8100
June 9, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Attn: Darren DeStefano
Re: Forest Oil Corporation
Registration Statement on Form S-3 (No. 333-80049)
Ladies and Gentlemen:
On behalf of Forest Oil Corporation, we hereby
request that the above-referenced registration statement (the
"Registration Statement") be withdrawn. The shares subject to the
Registration Statement have been sold by the selling stockholder in
a transaction exempt from registration under the Securities and
Exchange Act of 1933, as amended.
Should you have any questions, please do not hesitate to call
me at the above-listed number.
Very truly yours,
/s/ Cheryl R. Huffman
Cheryl R. Huffman
cc: David H. Keyte
Cleland Dade
Alan P. Baden
