-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HWc17ZaaBByV6PcG72Ru6X6C0LtRrn1EKKd8ZSMZV8TBrYfTXdKMrajqm+vWmS1n tLmqTGlFMTQni8MHHnEudw== 0000912057-01-528864.txt : 20010816 0000912057-01-528864.hdr.sgml : 20010816 ACCESSION NUMBER: 0000912057-01-528864 CONFORMED SUBMISSION TYPE: RW PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010815 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DMC STRATEX NETWORKS INC CENTRAL INDEX KEY: 0000812703 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 770016028 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: RW SEC ACT: SEC FILE NUMBER: 333-50820 FILM NUMBER: 1714571 BUSINESS ADDRESS: STREET 1: 170 ROSE ORCHARD WAY CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 4089430777 MAIL ADDRESS: STREET 1: 170 ROSE ORCHARD WAY CITY: SAN JOSE STATE: CA ZIP: 95134 FORMER COMPANY: FORMER CONFORMED NAME: DIGITAL MICROWAVE CORP /DE/ DATE OF NAME CHANGE: 19920703 RW 1 a2057287zrw.htm RW Prepared by MERRILL CORPORATION

August 14, 2001

VIA EDGAR AND COURIER

Securities and Exchange Commission
450 Fifth Street N.W.
Washington, D.C. 20549
Attention: Joshua Englard
Mail Stop: 0407

Re:   DMC Stratex Networks, Inc.
Withdrawal of Post-Effective Amendment No. 1 to Registration
Statement on Form S-3 (File No: 333-50820)

Dear Mr. Englard:

    Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended, DMC Stratex Networks, Inc., a Delaware corporation (the "Company") hereby applies for an order granting the immediate withdrawal of its Post-Amendment No. 1 (the "Post-Effective Amendment No. 1") to its Registration Statement on Form S-3 (File No. 333-50820) (the "Registration Statement"), which was declared effective by the Securities and Exchange Commission (the "Commission") on December 7, 2000.

    The Post-Effective Amendment No. 1 was filed with the Commission on July 19, 2001. The Company did not request for effectiveness of the Post-Effective Amendment No. 1. Pursuant to the Post-Effective Amendment No. 1, the Company proposed to register up to 7,300,000 shares of the common stock (the "Common Stock") of the Company (the "Shares") pursuant to a Structured Term Equity Program with CIBC World Markets Corp ("CIBC"). The Company and CIBC have agreed to abandon the offering of the Shares.

    Although Common Stock have been sold under the Registration Statement, no Shares have been sold pursuant to the Structured Term Equity Program as proposed in the Post-Effective Amendment No. 1. Furthermore, all activities in pursuit of completing the offering of the Shares have been discontinued. Accordingly, the Company requests an order granting the withdrawal of the Post-Effective Amendment No. 1 be issued by the Commission as soon as possible.

    If you have any questions regarding the foregoing application for withdrawal, please contact Eda S.L. Tan of Morrison & Foerster LLP, legal counsel to the Company, at (415) 268-6559.

                        Sincerely,

                        /s/ Carl A. Thomsen

                        Carl A. Thomsen
                        Senior Vice President, Chief
                        Financial Officer and Secretary of
                        DMC Stratex Networks, Inc.



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