TELIPHONE CORP.
4150 Ste-Catherine St West, Suite 200
Westmount, Quebec H3Z 0A1 CANADA
Via Edgar
May 1, 2008
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, Washington, D.C. 20549
Re: TELIPHONE CORP.
SEC File Number 333-136993
Ladies and Gentlemen:
Pursuant to Rule 477(a) promulgated under the Securities Act of 1933, as amended (the "Securities Act"), TELIPHONE CORP. (the " Registrant") hereby requests immediate withdrawal of its Registration Statement on Form SB-2 (File No. 333-136993), which was initially filed with the Securities and Exchange Commission (the "Commission") on August 19, 2006, along with any amendments and exhibits (the "Registration Statement").
The Registrants believes that withdrawal of the Registration Statement is consistent with the public interest and the protection of investors, as contemplated by Rule 477(a) under the Securities Act. The Registrant requests, in accordance with Rule 457(p) under the Securities Act that all fees paid to the Commission in connection with the filing of the Registration Statement be credited to the Registrants’ account to be offset against the filing fee for any future registration statement or registration statements.
The Registrants confirms that no securities have been or will be distributed, issued or sold pursuant to the Registration Statement or the prospectus contained therein.
It is our understanding that this application for withdrawal of the Registration Statement will be deemed granted as of the date that it is filed with the Commission unless, within fifteen days after such date, the Registrant receives notice from the Commission that this application will not be granted.
The Registrant hereby respectfully requests that the Commission issue a written order granting the withdrawal of the Registration Statement.
If you have any questions regarding this application for withdrawal, please contact the undersigned at (514) 313-6010.
Very truly yours, | | |
| | | |
| By: | /s/ George Metrakos | |
| | George Metrakos Chief Executive Officer | |
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