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LAW OFFICES OF
PAUL, HASTINGS, JANOFSKY & WALKER LLP
A LIMITED LIABILITY PARTNERSHIP INCLUDING PROFESSIONAL CORPORATIONS
555 South Flower Street
Los Angeles, California 90071
TELEPHONE (213) 683-6000
FACSIMILE (213) 627-0705
September 5, 1997
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
On behalf of Protein Polymer Technologies, Inc. (the "Company") we
hereby request withdrawal of the Form 8-A/A Amendment No. 1 filed with the
Securities and Exchange Commission (the "Commission") on August 27, 1997.
Pursuant to the instructions of the staff of the Commission, an
original registration statement on Form 8-A/A should have been filed registering
only the Preferred Share Purchase Rights (the "Rights") to be distributed by the
Company following approval of the Rights for listing on the NASDAQ Stock Market
to its stockholders of record on September 10, 1997 pursuant to a dividend
declared on August 22, 1997.
In accordance with the instructions of the staff of the Commission, an
original registration statement on Form 8-A is being filed to register the
Rights only.
If you have any questions concerning this amendment withdrawal, please
do not hesitate to contact the undersigned at (213) 683-6275.
Very truly yours,
/s/ J. CLARK MILLER
J. Clark Miller
for PAUL, HASTINGS, JANOFSKY & WALKER LLP
