Via EDGAR
U.S. Securities and Exchange Commission
100 F Street, N.W.
Mail Stop 6010
Washington, DC 20549-610
Attn: Eduardo Aleman
|
Re: |
|
eyeonics, inc.
Application for Withdrawal of Registration Statement on Form S-1 (File No.
333-144940) |
Dear Mr. Aleman:
On
July 27, 2007, eyeonics, inc. (the “
Registrant”) filed a Registration Statement on
Form S-1 (File No.
333-144940) with the Securities and Exchange Commission (the
“
Commission”). The Registration Statement was amended on
September 6, 2007 and
October 9,
2007, but has not been amended since that date. Since that time,
the Registrant’s Board of
Directors (the “
Board”) approved a transaction in which a wholly-owned subsidiary of Bausch
& Lomb Incorporated (“
B&L”) would merge with and into
the Registrant with
the Registrant
surviving as a wholly-owned subsidiary of B&L. The Board has since approved the withdrawal of its
registration statement and all amendments thereto.
Pursuant to Rule 477(a) promulgated under the Securities Act of 1933, as amended (the
“
Securities Act”),
the Registrant hereby requests the withdrawal of its registration
statement on Form S-1 and all amendments thereto (File No.
333-144940) (the “
Registration
Statement”).
The Registrant confirms that no securities have been or will be distributed,
issued or sold pursuant to the Registration Statement or the prospectus contained therein.
Furthermore, there was no circulation of preliminary prospectuses in connection with the proposed
transaction and the Registration Statement was not declared effective by the Commission. The
Registrant believes that withdrawal of the Registration Statement is consistent with the public
interest and the protection of investors, as contemplated by Rule 477(a) under the Securities Act.
The Registrant requests, in accordance with Rule 457(p) under the Securities Act that all fees paid
to the Commission in connection with the filing of the Registration Statement be credited to the
Registrant’s account to be offset against the filing fee for any future registration statement or
registration statements.
It is our understanding that this application for withdrawal of the Registration Statement
will be deemed granted as of the date that it is filed with the Commission unless, within fifteen
days after such date,
the Registrant receives notice from the Commission that this application will
not be granted.