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GUILFORD PHARMACEUTICALS INC.
August 28, 2000
Securities and Exchange Commission
Judiciary Plaza
Mail Stop 3-9
450 Fifth Street, N.W.
Washington, D.C. 20549
Attn: Jeffrey Riedler
Re: Guilford Pharmaceuticals Inc.
Registration Statement on Form S-4
SEC File No. 333-39546
Filed on June 16, 2000
Dear Mr. Riedler:
We hereby request the withdrawal of our Registration Statement on Form
S-4 and Joint Proxy Statement (the "Form S-4"), filed with the Securities and
Exchange Commission on June 16, 2000, because the Agreement and Plan of Merger
and Reorganization, dated May 29, 2000, by and among Guilford Pharmaceuticals
Inc. and Gliatech Inc., has been terminated. No offers or sales of securities
were made with respect to the Form S-4.
Please call Stephanie D. Marks at (410) 659-2767 with any questions
that you may have.
Very truly yours,
GUILFORD PHARMACEUTICALS INC.
By: /s/ Thomas C. Seoh
Thomas C. Seoh
Senior Vice President, General
Counsel and Secretary
