AW: Withdrawal of amendment to a registration statement filed under the Securities Act
Published on May 18, 2009
May 18,
2009
VIA FACSIMILE AND
EDGAR
Division
of Corporate Finance
Securities
and Exchange Commission
100 F
Street, N.E.
Washington,
D.C. 20549
Attention:
Celia Soehner
Re: EMCORE
Corporation
Post-Effective
Amendment on Form S-3 to the Registration Statement on Form S-1
File No.
333-149860
Dear Ms.
Soehner:
Pursuant
to Rule 477 under the Securities Act of 1933, as amended (the “Act”), EMCORE
Corporation (the “Company”) respectfully requests that the Securities and
Exchange Commission consent to the withdrawal of its Post-Effective Amendment on
Form S-3 filed by the Company on February 25, 2009 (the “Post-Effective
Amendment”) to amend the Registration Statement on Form S-1 (Registration
Statement No. 333-149860) (the “Registration Statement”). The Company requests
this withdrawal because the Company’s contractual obligations to maintain the
effectiveness of the Registration Statement have lapsed and the Company no
longer wishes to amend the Registration Statement. The Post-Effective Amendment
was never declared effective and no securities were sold in connection with the
Post Effective Amendment.
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 (505) 323-3402, and the facsimile number of our counsel,
Tobias Knapp of Jenner & Block is (212) 909-0820. If you have any questions
regarding this request for withdrawal, please contact Mr. Knapp at (212)
891-1655.
Sincerely,
EMCORE
Corporation
By: /s/ Keith Kosco
Keith
Kosco, Esq.
Chief
Legal Officer and Secretary
cc:
Tobias L. Knapp - Jenner & Block