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| 101 Courageous Drive League City, Texas 77573 Phone: (281) 538-6000 Toll Free: (800) 628-3910 Fax: (281) 538-4730 www.eaglebroadband.com |
June 20, 2007
VIA EDGAR AND FEDERAL EXPRESS
SECURITIES AND EXCHANGE COMMISSION
Division of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention:
Derek Swanson, Staff Attorney
Re:
Eagle Broadband, Inc.
Registration Statement on Form S-1/A, filed June 20, 2007
File No. 333-143414
Dear Mr. Swanson:
Pursuant to Rule 477 under the Securities Act of 1933, as amended (the “Securities Act”), Eagle Broadband, Inc. (“the Registrant”) hereby requests the consent of the Securities and Exchange Commission (the “Commission”) to the withdrawal of its Registration Statement on Form S-1/A (File No. 333-143414), together with all exhibits thereto (collectively, the “Registration Statement”).
The Registration Statement was erroneously filed with the Commission under the wrong file number. There was no circulation of preliminary prospectuses in connection with the proposed transaction, the Registration Statement was not declared effective by the Commission, and none of the Registrant’s securities were sold pursuant to the Registration Statement.
This Request for Withdrawal is based upon the Registrant’s conclusion 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 of the Securities Act.
The Registrant hereby respectfully requests that the Commission issue a written order granting the withdrawal of the Registration Statement as soon as possible.
Please fax a copy of the order to the my attention at 281-538-4730. If you have any questions or comments relating to this request for withdrawal, please contact me at 281-538-6014.
Sincerely,
EAGLE BROADBAND, INC.
Jeff Adams
Corporate Counsel