RW 1 d501473drw.htm REQUEST FOR WITHDRAWAL Request for Withdrawal

Cereplast, Inc.

300 N. Continental Blvd., Suite 100

El Segundo, CA 90245

March 12, 2013

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F. Street, N.E.

Washington, D.C. 20549

 

  Re: Cereplast, Inc.

Registration Statement on Form S-1

Filed January 25, 2013

File No. 333-186219

Dear Sir or Madam:

Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended, Cereplast, Inc. (the “Company”) hereby requests that the Securities and Exchange Commission consent to the withdrawal of the Company’s Registration Statement on Form S-1 (Registration No. 333-186219), together with all exhibits thereto (collectively, the “Registration Statement”). The Company is requesting withdrawal of the Registration Statement in accordance with comments received from the staff of the Securities and Exchange Commission. No securities were sold pursuant to the Registration Statement.

Questions concerning this application for withdrawal may be directed to the Company’s legal counsel, Marcelle Balcombe of Sichenzia Ross Friedman Ference LLP, at (212) 930-9700.

Thank you for your assistance in this matter.

 

Sincerely,

 

Cereplast, Inc.

By:   /s/ Frederic Scheer
  Frederic Scheer
  Chief Executive Officer