1
                                    [SUNBELT
                             AUTOMOTIVE GROUP LOGO]
                          5901 Peachtree Dunwoody Road
                                  Suite 250-B
                               Atlanta, GA 30328
Telephone:                                                            Facsimile:
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678-443-8100                                                        678-443-8130


September 30, 1998


Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street NW/Mail Stop 3-9
Washington, DC 20549

Re: Request for Withdrawal of Registration Statement on Form S-1
    (File No. 333-51451)

Ladies and Gentlemen:

The undersigned registrant, Sunbelt Automotive Group, Inc. (the "Company"), 
pursuant to Rule 477 of the rules and regulations under the Securities Act of 
1933, as amended, hereby requests the withdrawal of its Registration Statement 
on Form S-1. The Registration Statement was originally filed with the 
Securities and Exchange Commission on April 30, 1998 and was declared effective 
on August 13, 1998. None of the Common Stock registered on the Registration 
Statement on Form S-1 has been sold pursuant thereto. The Company is 
withdrawing the Registration Statement because, in the opinion of management, 
given current market conditions, it would not be in the Company's best 
interests to proceed with a public offering at this time. The Company has 
requested the withdrawal of its related Registration Statement on Form 8-A 
(File No. 000-24717) under separate cover.

Should you have any questions about this matter, please feel free to contact 
David S. Cooper or Thomas L. Hanley of Schnader Harrision Segal & Lewis LLP at 
(404) 215-8100 or (202) 216-4200, respectively.

Very truly yours,

Sunbelt Automotive Group, Inc.

By: /s/ Charles K. Yancey
   ---------------------------
   Charles K. Yancey
   President and Chief Operating Officer