C. WOLTERS CONSULTANTS, INC.
Date of Request: June 16, 2014
Securities and Exchange Commission
Division of Corporate Finance
100 F Street N.E.
Washington, D.C. 20549
Ladies and Gentlemen:
RE: C. Wolters Consultants, Inc. Request to Withdraw Registration Statement on Form S-1
(File No. 333-183615) Filed: August 29, 2012
Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), C. Wolters Consultants, Inc. (the “Registrant”) hereby requests that the Securities and Exchange Commission (the “Commission”) consent to the immediate withdrawal of the Registrants registration statement on Form S-1 (File No. 333-183615), together with all exhibits thereto (collectively, the “Registration Statement”). The Registration Statement was filed with the Commission on August 29, 2012.
The Registrant submits this request for withdrawal in order to file a new S-1 with updates as the SEC has informed Registrant that its original registration expired. The Registrant confirms that no securities have been or will be distributed, issued or sold pursuant to the Registration Statement or the prospectus contained therein. The Registrant also acknowledges that no refund will be made for fees paid to the Commission in connection with the filing of the Registration Statement. However, 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 Registrant’s account to be offset against the filing fee for any future registration statement or registration statements.
The Registrant reserves the right to undertake one or more subsequent private offerings in reliance on Rule 155(c) of the Securities Act.
Please send copies of any written order granting withdrawal of the Registration Statement that the Commission may issue to the undersigned at the address above on this letter with a copy to Registrant’s counsel, Harold P. Gewerter, Esq. by fax at (702) 382-1759 or email harold@gewerterlaw.com. If you have any questions with respect to this matter please contact Harold P. Gewerter, Esq. at (702-382-1714.
C. Wolters Consultants, Inc.
By:
/s/ Carl Wolters
Carl Wolters, President
C. Wolters Consultants, Inc.