IWT TESORO CORPORATION

191 POST ROAD WEST, SUITE 10

WESTPORT, CT  06880

December 9, 2005

VIA EDGAR

Securities and Exchange Commission

Division of Corporate Finance

100 F Street, N.E.

Washington, D.C. 20549

Attn:H. Christopher Owings, Assistant Director

John Fieldsend, Staff Attorney

Re:IWT Tesoro Corporation

Registration Statement on Form S-1

File No. 333-128485

Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended, the undersigned registrant applies for an Order granting the immediate withdrawal of its Registration Statement on Form S-1, together with all exhibits thereto.  The Registration Statement was originally filed with the U.S. Securities and Exchange Commission on September 21, 2005.   No securities have been sold pursuant to the Registration Statement and all activities in respect of the offering have been discontinued.

IWT Tesoro is requesting withdrawl of the registration statement in response to comments received by IWT Tesoro from the staff of the Securities and Exchange Commission.

The Registrant further requests that all fees paid to the Commission in connection with the Registration Statement be credited for future use in accordance with Rule 457 of the Securities Act.

Accordingly, the Registrant respectfully requests that an Order granting the withdrawal of the Registration Statement be issued by the Commission as soon as reasonably possible.

If you have any questions or comments regarding this application for withdrawal, please contact Gayle Coleman, Esq. legal counsel to the Registrant, at 561.368.0545.  Please provide a copy of the Order consenting to this withdrawal to Gayle Coleman at 1.561.367.1725.  Thank you for your assistance.

IWT Tesoro Corporation
By:	/s/ Henry J. Boucher, Jr.
Henry J. Boucher, Chief Executive Officer and President
By:	/s/ Forrest Jordan
Forrest Jordan, Chief Financial and Accounting Officer