[extropy-chat] MitoKor- deferral of public offering

Extropian Agroforestry Ventures Inc. megao at sasktel.net
Fri Dec 26 21:40:40 UTC 2003


MitoKor, Inc.
11494 Sorrento Valley Road
San Diego, California 92121
(858) 793-7800

March 24, 2003

VIA EDGAR TRANSMISSION

Attn:   Jeffrey P. Reidler, Assistant Director
Suzanne Purdy, Examiner

Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549

RE: MITOKOR, INC.—REQUEST TO WITHDRAW REGISTRATION STATEMENT ON FORM S-1
(FILE NO. 333-84050)—ORIGINALLY FILED ON MARCH 8, 2002

Ladies and Gentlemen:

        MitoKor, Inc. (the "Company") hereby requests, pursuant to Rule
477 of Regulation C of the Securities Act of 1933, as amended, (the
"Securities Act"), that the registration statement on Form S-1,
including all exhibits thereto (File No. 333-84050, as amended), as
originally filed by the Company with the Securities and Exchange
Commission (the "Commission") on March 8, 2002 (the "Registration
Statement") be withdrawn effective immediately. The Company is
withdrawing the Registration Statement because of unfavorable market
conditions. There was no circulation of preliminary prospectuses in
connection with the proposed offering, the Registration Statement was
not declared effective by the Commission, and none of the Company's
securities were sold pursuant to the Registration Statement.

        The Company may undertake a subsequent private offering in
reliance on Rule 155(c) of the Securities Act.

        The Company requests that the Commission consent to this
application on the grounds that the withdrawal of the Registration
Statement is consistent with the public interest and the protection of
investors, as contemplated by paragraph (a) of Rule 477.

        Please provide the Company a facsimile copy of the order
consenting to the withdrawal of the Registration Statement as soon as it
is available. The facsimile number of the Company is (858) 793-7805.
Should you have any questions regarding this matter, please contact the
undersigned at (858) 793-7800, or Christian Waage of Gray Cary Ware &
Freidenrich LLP at (858) 677-1418.

Sincerely,

/S/ WALTER H. MOOS, PH.D.
--------------------------------------------------------------------------------

 Walter H. Moos, Ph.D.
Chief Executive Officer

cc:
Scott Stanton, Esq.—Gray Cary Ware & Freidenrich LLP
Paul E. Hurlburt, NASDAQ National Stock Market, Inc.




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