NINE WEST GROUP INC.
July 22, 1998
Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: H. Christopher Owings
Assistant Director, Division of Corporation Finance
Re: Nine West Group Inc.
Registration Statement on Form S-3 (File No. 333-12545)
Dear Mr. Owings:
Pursuant to Rule 477 of the Rules and Regulations under the Securities Act
of 1933, as amended (the "Act"), Nine West Group Inc. (the "Company") hereby
requests that the above-referenced registration statement (the "Registration
Statement") registering $185,680,000 principal amount of the Company's 5-1/2%
Convertible Subordinated Notes Due 2003 (the "Notes"), together with the shares
of the common stock of the Company issuable upon conversion of the Notes (the
"Common Stock"), be withdrawn and that the Securities and Exchange Commission
(the "Commission") consent to such withdrawal. None of the Notes have been
converted into shares of Common Stock. The Notes which have not previously been
sold under the Registration Statement are now eligible for resale without
restriction pursuant to Rule 144(k) under the Act and, accordingly, the
continued effectiveness of the Registration Statement is unnecessary for the
holders of the Notes to effect sales of the Notes from time to time in the
future. Neither the Company nor any of its affiliates has beneficially owned
any of the Notes for at least two years. For this reason, the Company believes
that the withdrawal of the Registration Statement is consistent with the public
interest and the protection of investors.
Written notice that the withdrawal requested herein has been consented to
by the Commission should be sent to the undersigned, with a copy to Laura Palma,
Simpson Thacher & Bartlett, 425 Lexington Avenue, New York, NY 10017.
Securities and Exchange Commission
July 22, 1998
Page 2
If you have any questions regarding this matter, please contact Beth Barban
Hedberg, Vice President and Deputy General Counsel of the Company at (914) 640-
2421.
Very truly yours,
/s/ Robert C. Galvin
Robert C. Galvin
Executive Vice President, Chief Financial
Officer and Treasurer
cc: Laura Palma, Esq.
