RW 1 d370819drw.htm REGISTRATION WITHDRAWAL REQUEST Registration Withdrawal Request

June 28, 2012


U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F Street N.E., Mail Stop 4720

Washington, D.C. 20549


Re: TIM w.e. SGPS, S.A. Request to Withdraw Registration Statement on Form F-1 (File No. 333-175866)

Ladies and Gentlemen:

TIM w.e. SGPS, S.A. (the “Company”), respectfully requests, pursuant to Rule 477(a) under the Securities Act of 1933, as amended (the “Act”), the immediate withdrawal of its Registration Statement on Form F-1 (File No. 333-175866) first filed with the Securities and Exchange Commission (the “Commission”) on July 28, 2011, together with all exhibits thereto (the “Registration Statement”). The Company has determined not to pursue the contemplated public offering in the United States at this time. The Company may undertake a subsequent private offering in reliance on Rule 155(c) of the Act. The Registration Statement was not declared effective by the Commission under the Act, and none of the Company’s securities were sold pursuant to the Registration Statement.

The Company understands that, pursuant to Rule 477(b) of the Act, this application for withdrawal will be deemed granted at the time it is filed with the Commission unless, within 15 calendar days after the filing, the Commission notifies the Company that the application for withdrawal has not been granted.

The Company also requests that, in accordance with Rule 457(p) of the Act, all fees paid to the Commission in connection with the filing of the Registration Statement be credited for future use.

If you have any questions regarding this request for withdrawal, please do not hesitate to contact Michael J. Willisch of Davis Polk & Wardwell LLP at +34-91-768-9610.


TIM w.e. SGPS, S.A.

/s/ Diogo Ahrens Teixeira Salvi

Name:   Diogo Ahrens Teixeira Salvi
Title:   Chief Executive Officer