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ALL AMERICAN COMMUNICATIONS, INC.
808 Wilshire Boulevard
Santa Monica, California 90401
January 15, 1997
VIA EDGAR
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Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: Ms. Letty G. Lynn
Re: All American Communications, Inc.
Registration Statement on Form S-3
(Registration Statement No. 333-19765)
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Ladies and Gentlemen:
On January 14, 1997, All American Communications, Inc. (the "Company")
filed with the Securities and Exchange Commission (the "Commission") via EDGAR
a registration statement (the "Registration Statement") on Form S-3 pursuant to
the Securities Act of 1933, as amended (the "Act"). The Registration Statement
did not include a delaying amendment as set forth in Rule 473 promulgated by
the Commission under the Act. Please be advised that the Company would like to
include such an amendment as part of the Registration Statement.
Accordingly, the following should be considered to be included as part
of the Registration Statement:
The registrant hereby amends this registration statement on such date or
dates as may be necessary to delay its effective date until the
registrant shall file a further amendment which specifically states that
this registration statement shall thereafter become effective in
accordance with Section 8(a) of the Securities Act of 1933 or until the
registration statement shall become effective on such date as the
Commission, acting pursuant to said Section 8(a), may determine.
If you have any questions or concerns, or we can be of any further
assistance, please contact the undersigned or Brian Hoye at (310) 788-1048.
Very truly yours,
/s/ PAUL WESTPHAL
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Paul Westphal
Senior Executive Vice President, Finance
cc: Thomas Bradshaw
Paul A. Pavlis, Esq.
Barry Dastin, Esq.
Brian M. Hoye, Esq.
