February 11, 1994
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Landsing Pacific Fund, Inc.
(the "Fund")
Registration Statement on Form S-3;
File No. 33-67460
____________________________________
Ladies and Gentlemen:
Pursuant to Rule 473 promulgated under the Securities Act of 1933,
the Fund hereby amends the referenced registration statement on such
date or dates as may be necessary to delay its effective date until
the Fund shall file a further amendment which specifically states
that such registration statement shall thereafter become effective
in accordance with Section 8(a) of the Securities Act of 1933 or
until such registration statement shall become effective on such
date as the Commission, acting pursuant to said Section 8(a), may
determine.
Very truly yours,
LANDSING PACIFIC FUND, INC.
By: /s/ Martin I. Zankel
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Martin I. Zankel, Esq.
Chief Executive Officer
