April 5, 2002
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Withdrawal of Eldorado Artesian Springs, Inc.'s Registration
Statement on Form SB-2 (File No. 333-68553)
Ladies and Gentlemen:
Pursuant to Rule 477 of the Securities Act of 1933, as amended, Eldorado
Artesian Springs, Inc., a Colorado corporation (the "Company"), hereby requests
the withdrawal of its Registration Statement on Form SB-2 (No. 333-68553), filed
with the Securities and Exchange Commission on December 8, 1998(the
"Registration Statement"). This application for withdrawal is made because the
Company has decided not to proceed with the offering which was the subject of
the Registration Statement. No securities were offered or sold in connection
with the offering to which the Registration Statement related.
The Company also requests in accordance with Rule 457(p) under the Act that
all fees paid to the Commission in connection with the filing of the
Registration Statement be credited for future use for the Company's account.
If you have any questions regarding this letter, please contact Company's
counsel, Laurie P. Glasscock of Faegre & Benson, LLP, at (303) 546-1300.
Eldorado Artesian Springs, Inc.
By: /s/ Cathleen Shoenfeld
Cathleen Shoenfeld
Chief Financial Officer
cc: Douglas A. Larson
Ehrhardt Keefe Steiner & Hottman PC