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GenVec, Inc.
12111 Parklawn Drive
Rockville, MD 20852
July 31, 1998
VIA OVERNIGHT COURIER
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Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, D.C. 20549-1004
RE: GENVEC, INC. REGISTRATION STATEMENT ON FORM S-1 (FILE NO. 333-51475)
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Ladies and Gentlemen:
Pursuant to Rule 477 under the Securities Act of 1933, as amended, GenVec,
Inc. (the "Company"), requests the withdrawal of the Company's Registration
Statement on Form S-1, file number 333-51475 (the "S-1 Registration Statement").
The Company has elected not to proceed with the offering due to general market
conditions and a determination that it would not be in the Company's best
interest to proceed at this time. No offers or sales of the Company's Common
Stock were made pursuant to the S-1 Registration Statement. The Company has
requested the withdrawal of the Registration Statement on Form 8-A under
separate cover.
If you have any questions, please call Jeff Mengoli of Wilson Sonsini
Goodrich & Rosati at (650) 493-9300 or me.
Very truly yours,
/s/ Paul H. Fischer
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Paul H. Fischer
Chief Executive Officer
