FORM RW
December 19, 2006
VIA EDGAR
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549-7010
Attn: Jay Mumford
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Re: |
Rayovac Corporation Registration Statements on Form S-3 (File Numbers 333-124375 & 333-59086) |
Ladies and Gentlemen:
Spectrum Brands, Inc., a Wisconsin corporation (the “Company”), pursuant to Rule 477(a) promulgated under the Securities Act of 1933, as amended, hereby requests withdrawal of the Registration Statements on Form S-3 (File Numbers 333-124375 & 333-59086) together with all amendments and exhibits thereto (the ”Registration Statements”).
No securities were offered or sold pursuant to these registration statements. The Company is requesting this withdrawal because it has elected not to pursue the registration of the securities included in the filed Forms S-3 at this time.
Please forward a copy of the order granting withdrawal of the Registration Statements to our counsel, Margaret Brown of Skadden, Arps, Slate, Meagher & Flom LLP at One Beacon Street, Boston, MA 02108. If you have any questions or comments, or require further information or documentation, please contact Ms. Brown at (617) 573-4815 or by facsimile at (617) 573-4806.
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Thank you for your courtesy and cooperation in this matter. |
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Sincerely, | |
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Spectrum Brands, Inc. | |
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By: |
/s/ James T. Lucke |
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James T. Lucke | |