Smith & Nephew, Inc. | | 901.396-2121 | | [Logo of Smith & Nephew] |
1450 Brooks Road | | 800-821-5700 | | |
Memphis, TN 38116 | | www.smith-nephew.com | | |
USA | | | | |
September 2, 2003
VIA EDGAR
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 90549
Attention: Mara Ransom
Re: | | Smith & Nephew Group plc |
| | Smith & Nephew plc |
| | Smith & Nephew Common Access Trust |
| | Application for Withdrawal of Registration Statement on Form F-4 |
| | (SEC File No. 333-104751) |
Ladies and Gentlemen:
Pursuant to Rule 477(a) under the Securities Act of 1933, as amended (the “Act”), Smith & Nephew Group plc (“S&N Group”), Smith & Nephew plc and Smith & Nephew Common Access Trust hereby apply for withdrawal of their Registration Statement on Form F-4 (SEC File No. 333-104751) (the “Registration Statement”), effective as of the date hereof.
The Registration Statement was originally filed with the Securities and Exchange Commission on April 25, 2003 in connection with S&N Group’s exchange offer (the “Offer”) for shares of Centerpulse Ltd. (“Centerpulse”), including shares represented by Centerpulse American Depositary Shares. The Registration Statement is being withdrawn because the Offer has terminated without the exchange of any Centerpulse shares. No securities have been sold or otherwise issued under the Registration Statement.
Please contact Pran Jha of Sidley Austin Brown & Wood LLP at 312-853-4161 if you have any questions regarding this request for withdrawal.
Very truly yours,
SMITH & NEPHEW GROUP PLC
By: | | /S/ JAMES A. RALSTON
|
| | James A. Ralston |
| | U.S. Representative |
Securities and Exchange Commission | | | | [Logo of Smith & Nephew] |
September 2, 2003 | | | | |
Page 2 | | | | |
SMITH & NEPHEW PLC
By: | | /S/ JAMES A. RALSTON
|
| | James A. Ralston |
| | U.S. Representative |
SMITH & NEPHEW COMMON ACCESS
TRUST
By: | | Smith & Nephew Group plc as |
| | depositor |
By: | | /S/ JAMES A. RALSTON
|
| | James A. Ralston |
| | U.S. Representative |