August
29, 2006
Via
EDGAR
Securities
and Exchange Commission
Division
of Corporation Finance
100
F
Street, N.E.
Washington,
D.C. 20549
Attention:
Perry Hindin, Esq.
|
Re:
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Positron
Corporation
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Registration
Statement on FormS-3
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Registration
No.333-135161
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Request
for Withdrawal of Registration Statement
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Ladies
and Gentlemen:
Pursuant
to Rule477 promulgated under the Securities Act of 1933, as amended (the “Act”),
Positron Corporation (the “Registrant”) hereby respectfully requests that the
Securities and Exchange Commission (the “Commission”) consent to the withdrawal
of the Registrant’s registration statement on Form S-3 (File Number 333-135161),
together with all exhibits thereto (collectively, the “Registration Statement”),
which the Registrant filed with the Commission on June 20, 2006. Per the
Commission’s correspondence dated August 4, 2006, the Registrant has elected to
withdraw the Registration Statement. The Registrant hereby confirms that no
securities have been sold pursuant to the Registration Statement.
The
Registrant hereby respectfully requests that the Commission issue a written
order granting the withdrawal of the Registration Statement as soon as possible.
Please fax a copy of the written order to the attention of the undersigned
and
to the attention of Peter Campitiello, Esq. at (212) 751-6943.
If
you
have any questions regarding this request, please call Peter Campitiello, Esq.,
at (212) 413-7427.
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Very
truly yours,
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/s/
Patrick Rooney
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Patrick
Rooney
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Chairman
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1304
Langham Creek Dr #300, Houston, TX 77084