RW 1 v052930_rw.txt Cyberlux Corporation 4625 Creekstone Drive Suite 100 Research Triangle Park Durham, NC 27703 (919) 474-9700 September 15, 2006 VIA ELECTRONIC SUBMISSION Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Cyberlux Corporation (the "Company") Registration Statement on Form SB-2 Initially Filed May 20, 2005 File No. 333-125111 Ladies and Gentlemen: Please be advised that Cyberlux Corporation (the "Registrant") hereby requests pursuant to Rule 477 under the Securities Act of 1933, as amended, that the Commission withdraw the Registrant's Registration Statement on Form SB-2 filed with the Commission on May 20, 2005, and amended on July 13, 2005 and November 9, 2005 (File No. 333-125111) (the "Registration Statement"). No securities were offered or sold pursuant to this Registration Statement. We request this withdrawal because the Company amended the terms of the private placement and will register the shares of common stock underlying such private placement on another registration statement. Please apply the Company's filing fee to its account with the SEC. If you have any questions concerning this matter, please contact Gregory Sichenzia at (212) 930-9700. Thank you for your assistance in this matter. CYBERLUX CORPORATION By: /s/ DON EVANS ---------------------- Don Evans Chief Executive Officer