AW 1 tmoformaw.txt [Thermo Electron Corporation Logo] July 1, 2004 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Thermo Electron Corporation Post-Effective Amendments No. 1 to the following Registration Statements on Form S-3 (Registration Nos. 333-01277, 333-62957, 333-32035-01, 333-34909-01, 333-01893, and 333-60024) Ladies and Gentlemen: Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended (the "Securities Act"), Thermo Electron Corporation (the "Registrant") hereby respectfully requests withdrawal of each of its Post-Effective Amendments No. 1 to the following Registration Statements on Form S-3 (Registration Nos. 333-01277, 333-62957, 333-32035-01, 333-34909-01, 333-01893, and 333-60024) (the "Amendments"), each filed with the Securities and Exchange Commission (the "Commission") on June 25, 2004. The Registrant is making this request, at the request of the Commission's Staff, because the Amendments were each inadvertently filed under EDGAR submission type "S-3/A" rather than "POS AM". Accordingly, the Company respectfully requests the Commission to consent to the withdrawal of such Amendments pursuant to Rule 477 of the Securities Act. The Registrant intends to re-file the Amendments using the correct EDGAR submission type "POS AM" as soon as possible. Please address any questions you may have regarding this matter to Theresa Boni at 781-622-1142. Thank you for your assistance. Thermo Electron Corporation By: /s/ Kenneth J. Apicerno --------------------------- Kenneth J. Apicerno Treasurer