FIC INVESTMENTS USA CORP.
3800 Wells Fargo Center, 999 3rd Avenue
Seattle, WA 98104-4023
July 19, 2005
BY EDGAR
Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street NW
Washington, DC 20549
Attention: | Elaine Wolff | |||||
Dear Sirs/Mesdames:
Re: FIC Investments USA Corp. |
FIC Investments (USA) Corp. ("FIC") hereby requests, pursuant to Rule 477 of Regulation C of the Securities Act of 1933, as amended, the consent of the Securities and Exchange Commission to withdraw the registration statement on Form SB-2 filed by FIC with the Securities and Exchange Commission on December 1, 2004 together with the amended registration statement on Form SB-2/A filed by FIC with the Securities and Exchange Commission on May 5, 2005 (collectively, the "Registration Statement"). FIC has retained new counsel and intends to re-file the Registration Statement after its new counsel has addressed, where appropriate, matters that were raised by Securities and Exchange Commission staff during the process of commenting on the Registration Statement.
There was no circulation of preliminary prospectuses in connection with the proposed transaction, the Registration Statement was not declared effective by the Securities and Exchange Commission, and none of FIC's securities were sold pursuant to the Registration Statement. FIC may undertake a subsequent private offering in reliance on Rule 155(c) of Regulation C.
FIC requests that the Securities and Exchange Commission consent to this application on the grounds 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.
If you have any questions or comments relating to this request for withdrawal, please contact Ethan Minsky, counsel for FIC at 604.643.3151.
Yours truly,
FIC INVESTMENTS USA CORP.
Per: /s/ Earle Pasquill
Earle Pasquill, President
