SITESMITH, INC. 3283 SCOTT BOULEVARD SANTA CLARA, CA 95054 December 8, 2000 BY EDGAR Securities and Exchange Commission Division of Corporate Finance Attention: Barbara C. Jacobs 450 Fifth Street, N.W. Washington, D.C. 20549-1004 SITESMITH, INC. REGISTRATION STATEMENT ON FORM S-1, SEC FILE NO. 333- 43508 Dear Ms. Jacobs: On behalf of SiteSmith, Inc. (the "Company"), this letter is filed pursuant to Rule 477(a) of the Securities Act of 1933, with respect to the Registration Statement on Form S-1, SEC File No. 333-43508, filed by the Company on August 11, 2000 (the "Registration Statement"). In light of its pending merger with a wholly-owned subsidiary of Metromedia Fiber Network, Inc., the Company has determined not to proceed with the public offering contemplated by the Registration Statement. There was no circulation of preliminary prospectuses in connection with the proposed offering, the Registration Statement was not declared effective and no securities have been sold pursuant to the Registration Statement. Accordingly, the Company hereby withdraws the Registration Statement. If you have any questions regarding the request for withdrawal, please contact Jeffrey Y. Suto of Venture Law Group, outside counsel for the company, at 650-233-8411 or Frank Slattery, General Counsel of the Company, at 408-987-6555. Sincerely, SITESMITH, INC. By: /s/MARK SPAGNOLO ------------------------------------- Mark Spagnolo President and Chief Executive Officer