- Withdrawal of Registration Statement (ammendment) (AW)
17 März 2009 - 6:22PM
Edgar (US Regulatory)
Form AW
March 17, 2009
Via EDGAR
Division of Corporation Finance
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: China Nutrifruit Group Limited
Amendments No. 2 & 3 to Registration Statement on Form S-1
Filed February 9, 2009 and March 3, 2009
File No. 333-154222
Ladies and Gentlemen:
Pursuant to Rule 477 promulgated
under the Securities Act of 1933, as amended (the "Securities Act"), China
Nutrifruit Group Limited (the "Registrant") hereby respectfully request that the
Securities and Exchange Commission (the "Commission") consent to the withdrawal,
effective as of the date hereof, of the Amendments No. 2 and 3 to Registration
Statement (File No. 333-154222) filed on February 9, 2009 and March 3, 2009
bearing Accession Numbers 0001204459-09-000211 and 0001204459-09-000344
respectively, filed on Form S-1/A (collectively, the "Amendments").
The Registrant requests withdrawal of
the Amendments because the incorrect File Number was indicated with the filing
of the Amendments to the Commission via EDGAR due to a clerical error during the
submission. Accordingly, the Registrant will be re-filing the Amendments with
the Commission as soon as possible.
The Registrant hereby confirms that
no securities have been sold pursuant to the Registration Statement.
Please note that the Registrant is
filing this application to request withdrawal of Amendments only and is not
applying for withdrawal of the entire Registration Statement.
If you have any questions regarding
this matter, please contact Fang Liu of Pillsbury Winthrop Shaw Pittman LLP, the
Registrants securities counsel, at (202) 663-8346. Thank you for your attention
to this matter.
Sincerely,
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/s/ Colman Cheng
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Colman Cheng
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Chief Financial Officer
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China Nutrifruit Group Limited
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