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TEXAS INSTRUMENTS TUCSON CORPORATION
6730 South Tucson Boulevard
Tucson, Arizona 85706
August 31, 2000
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Texas Instruments Tucson Corporation
(formerly known as Burr-Brown Corporation)
Application for Withdrawal
Registration Statement on Form S-3 (No. 333-37208)
(the "Registration Statement")
Ladies and Gentlemen:
Pursuant to Rule 477(a) promulgated under the Securities Act of 1933,
as amended, Texas Instruments Tucson Corporation, a Delaware corporation
formerly known as Burr-Brown Corporation (the "Company"), hereby requests that
the Securities and Exchange Commission (the "Commission") consent to the
withdrawal of the Company's Registration Statement, as declared effective by the
Commission on or about June 6, 2000. Pursuant to the Agreement and Plan of
Merger dated June 21, 2000 among the Company, Texas Instruments Incorporated, a
Delaware corporation ("Texas Instruments"), and Burma Acquisition Corp., a
Delaware corporation and wholly owned subsidiary of Texas Instruments, the
Company became a wholly owned subsidiary of Texas Instruments on August 24,
2000. The Company and Texas Instruments will jointly register the Company's
$250,000,000 aggregate principal amount of 4-1/4% Convertible Subordinated Notes
due 2007 (the "Notes"), Texas Instruments' guarantee of the Notes, and the Texas
Instruments common stock, par value $1.00 per share, issuable upon conversion of
the Notes on a new registration statement on Form S-3.
The board of directors of the Company believes that it is in the best
interest of the Company and consistent with public interest to withdraw the
above-referenced Registration Statement, and respectfully requests that the
Commission consent to such withdrawal.
Sincerely,
/s/ BART T. THOMAS
Bart T. Thomas
Secretary
