American Skandia Life Assurance Corporation
One Corporate Drive
P.O. Box 883
Shelton, CT 06484-0883
Telephone (203) 926-1888
Fax (203) 929-8071
August 19, 1997
VIA FACSIMILE
Edward P. Macdonald, Esq.
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Withdrawal of Registration Statements on Form S-1 filed by
American Skandia Life Assurance
Corporation ("American Skandia"), Registrant
Registration No. 333-08743
-----------------------------------------------------
Dear Mr. Macdonald:
Pursuant to Rule 477 of the Securities Act of 1933, the above named
Registrant hereby requests that the above registration statement filed on Form
S-1 be withdrawn. Registration No. 333-08743 was initially filed with the
Commission on July 24, 1996, with Pre-effective Amendment No. 1 filed on
December 20, 1996 and Pre-effective Amendment No. 2 filed on January 9, 1997.
Following the filing of Pre-effective Amendment No. 2, Registrant submitted a
new, substantially identical, initial registration statement on Form S-2 with
the intention of succeeding the Registration Statement on Form S-1. That
registration statement (333-24989) was declared effective on May 1, 1997.
Therefore, Registrant has chosen to withdraw the above registration statement.
If you have any further questions and would like to discuss this matter
further, please feel free to call me at (203) 925-3830 (direct) or
1-800-628-6039, extension 3830.
Very truly yours,
/s/Scott K. Richardson, Esq.
Scott K. Richardson, Esq.
cc: John T. Buckley, Esq.
Jeffrey M. Ulness, Esq.
