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Aspect Medical Systems, Inc.
Two Vision Drive
Natick, MA 01760
August 21, 1998
BY ELECTRONIC SUBMISSION
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Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Attn: Russell Mancuso, Esq.
Re: Aspect Medical Systems, Inc.
Registration Statement on Form S-1
File No. 333-57739
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Ladies and Gentlemen:
Pursuant to Rule 477 under the Securities Act of 1933, as amended, Aspect
Medical Systems, Inc. (the "Company") hereby withdraws its Registration
Statement on Form S-1 (Registration No. 333-57739), as amended, that was
originally filed with the Securities and Exchange Commission on June 25, 1998.
The Company is withdrawing the Registration Statement because it does not
intend to conduct the offering of shares of Common Stock contemplated in the
Registration Statement at this time. No shares of Common Stock of the Company
have been issued or sold under the Registration Statement.
In addition, the Company requests that its Confidential Treatment
Application also be withdrawn at this time.
If you have any questions with respect to this letter, please contact
Susan W. Murley of the law firm of Hale and Dorr LLP at (617) 526-6832.
Very truly yours,
ASPECT MEDICAL SYSTEMS, INC.
/s/ Nassib G. Chamoun
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Nassib G. Chamoun
President and Chief Executive Officer
