NETGURU, INC.
                            22700 Savi Ranch Parkway
                          Yorba Linda, California 92887
                                 (714) 974-2500

                                                              September 30, 2003

Division of Corporation Finance
Securities and Exchange Commission
Washington DC 20549

         RE:      WITHDRAWAL OF REGISTRATION STATEMENT ON FORM S-3
                  SEC FILE NO.: 333-108142
                  FILING DATE: August 22, 2003
                  --------------------------

To: Division of Corporation Finance:

         Pursuant to Rule 477(a) under the General Rules and Regulations under
the Securities Act of 1933, as amended (the "1933 Act"), submitted
electronically via the EDGAR system, please consider this correspondence as an
application to the U.S. Securities and Exchange Commission (the "SEC") for an
order permitting netGuru, Inc. (the "Registrant") to withdraw the Registration
Statement on Form S-3, filed by the Registrant on August 22, 2003 (the
"Registration Statement").

         No securities were sold in connection with the Registration Statement.
The withdrawal is being sought at the request of the SEC upon notification from
the SEC that the Registrant's private placement must be completed and that a new
registration statement should be filed with the SEC with respect to such
offering. The Registrant respectfully requests that, in accordance with the
provisions of Rule 477(a) under the 1933 Act, the SEC issue an order granting
the desired withdrawal. If you have any questions, please do not hesitate to
contact our securities counsel, Mr. Nimish Patel, Esq. at Pollet & Richardson
(310) 208-1182.

                                        Very truly yours,

                                        NETGURU, INC.
                                        a Delaware Corporation

                                        /s/ Jyoti Chatterjee
                                        ---------------------------
                                        By: Jyoti Chatterjee
                                        Its: President

cc: Nimish Patel, Esq.