May 21, 2001
Securities and Exchange Commission
Division of Corporate Finance
450 5th Street, N.W.
Washington, D.C. 20549-1004
Re: Commission File No. 333-94809
Application for Withdrawal
Ladies and Gentlemen:
Pursuant to Rule 477(a) promulgated under the Securities Act of 1933,
as amended, the undersigned registrant (the "Registrant") hereby applies for an
Order granting the immediate withdrawal of its Registration Statement on Form
F-1, together with all exhibits and amendments thereto, Commission File No.
333-43658 (collectively, the "Registration Statement"). The Registration
Statement was originally filed with the Commission on January 18, 2000, and was
amended by (a) a filings pursuant to Rule 424(a) made with the Commission on
January 28, 2000 and February 3, 2000.
The reason for the request is that the Registration Statement and
financial statements contained therein are stale and the Registrant will be
seeking to raise additional capital in a private placement which will be offered
to accredited investors only. No securities were sold pursuant to the
Registration Statement.
Accordingly, we hereby request that an Order granting the withdrawal of
the Registration Statement be issued by the Commission as soon as possible.
If you have any questions regarding the foregoing application
withdrawal, please contact Eric P. Littman at (305) 663-3333.
Sincerely,
CAFE BRITT COFFEE CORPORATION
By: /s/ Steven Aronson
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Steven Aronson. President