FIRSTIER CORP
RW, 2000-05-24
STATE COMMERCIAL BANKS
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<PAGE>   1
                       [FIRSTIER CORPORATION LETTER HEAD]

                                  May 23, 2000

Securities & Exchange Commission
Division of Corporation Finance
450 5th Street, N.W.
Judiciary Plaza
Washington, D.C. 20549

Re:      FirsTier Corporation
         Request to Withdraw Registration Statement on Form SB-2
         Registration No. 333-93293

Ladies and Gentlemen:

FirsTier Corporation, a Colorado corporation (the "Company"), hereby requests
pursuant to Rule 477 under the Securities Act of 1933, as amended, to withdraw
from registration the Registration Statement on Form SB-2, including all
amendments and exhibits thereto (the "Registration Statement") (Registration
No. 333-93293), filed by the Company with the Securities and Exchange
Commission (the "Commission") on December 21, 1999. The Registration Statement
is being withdrawn because of unfavorable market conditions. There was no
circulation of preliminary prospectuses in connection with the proposed
offering of the Company's common stock, the Registration Statement was not
declared effective by the Commission, and none of the Company's securities were
sold pursuant to the Registration Statement.

The Company requests that the Commission consent to this application on the
grounds that the withdrawal of the Registration Statement is consistent with
the public interest and the protection of investors, as contemplated by
paragraph (a) of Rule 477.

Please provide the Company with a copy of the order granting withdrawal of the
Registration Statement as soon as it is available.

If you have any questions regarding this request for withdrawal, please contact
Reid A. Godbolt of Jones & Keller, P.C., counsel for the Company, at (303)
573-1600.

FirsTier Corporation

By:     /s/ Timothy D. Wiens
   -------------------------
   Timothy D. Wiens
   President & CEO

cc:      Jessica Livingston, Esq. (Securities and Exchange Commission)
         Reid A. Godbolt, Esq. (Jones & Keller, P.C.)


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