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[INTEGRATED PROCESS EQUIPMENT CORP. LETTERHEAD]
February 28, 1997
VIA ELECTRONIC SUBMISSION
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Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, DC 20549
Re: Integrated Process Equipment Corp.
Request for Withdrawal of
Registration Statement on Form S-3 (File No. 333-22295)
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Dear Ladies and Gentlemen:
Integrated Process Equipment Corp., a Delaware corporation (the
"Company"), hereby requests that its Registration Statement (File No. 333-
22295) on Form S-3 filed with the Commission on February 24, 1997 be withdrawn
because the Prospectus contained in such Registraton Statement relates to
securities registered under Registration Statement No. 33-44746 and
Registration Statement No. 33-70962 and appropriate post-effective amendments
to such Registration Statements have been filed with the Commission on
February 27, 1997.
The persons named as selling shareholders in the Prospectus have not sold
any of their securities to any persons solicited by means of the Prospectus
contained in such Registration Statement.
Please do not hesitate to contact Yoichiro Taku of Wilson, Sonsini,
Goodrich & Rosati at (415) 354-4251 with any questions you may have regarding
the Registration Statement.
Very truly yours,
INTEGRATED PROCESS EQUIPMENT CORP.
/s/ John S. Hodgson
John S. Hodgson
Chief Financial Oficer
