[Letterhead of Imaging Diagnostic Systems, Inc.]
December 21, 2010
VIA EDGAR
Securities and Exchange Commission
Division of Corporate Finance
100 F. Street, N.E.
Washington, D.C. 20549
Attn: Mr. Russell Mancuso, Branch Chief
| Re: | Imaging Diagnostic Systems, Inc. Application For Withdrawal on Form AW pursuant to Rule 477 of the Securities Act of 1933, as amended, Post-Effective Amendment No. 3 to our Registration Statement on Form S-1/A1 (File No. 333-164309) |
Dear Mr. Mancuso:
Please take this letter as a formal request of Imaging Diagnostic Systems, Inc. to withdraw the previously filed Post-Effective Amendment No. 3 to our Registration Statement on Form S-1/A1 (File No. 333-164309) which was initially filed on November 18, 2010.
This request is being made as Imaging Diagnostic Systems, Inc. has agreed to withdraw this Post-Effective Amendment in accordance with our response yesterday to the SEC’s comment letter dated December 16, 2010. This Post-Effective Amendment was not declared effective and no common shares were issued in connection with this Post-Effective Amendment.
If you have any questions regarding this letter, please contact the Company’s legal counsel, Robert B. Macaulay at (305) 530-4026.
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| Sincerely, |
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| Imaging Diagnostic Systems, Inc. |
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| By: | | |
| | | Linda B. Grable |
| | | Chief Executive Officer |
cc: | Mary Beth Breslin (Securities and Exchange Commission) Robert B. Macaulay (Carlton Fields, P.A.) |