Form RW - Registration Withdrawal Request
October 10 2023 - 9:10AM
Edgar (US Regulatory)
Intrusion, Inc.
101 East Park Blvd, Suite
1200
Plano, Texas 75074
Securities and Exchange Commission
100 F Street NE
Washington, D.C. 20549-7010
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Re: |
Intrusion Inc.
Registration Statement on Form S-1, as amended (File No. 333-273930)
CIK No. 0000736012
Application of Withdrawal |
Ladies and Gentlemen:
Pursuant to Rule 477 under the Securities Act
of 1933, as amended (the “Securities Act”), Intrusion, Inc., a Delaware corporation (the “Company”), hereby respectfully
requests that the Securities and Exchange Commission (the “Commission”) consent to the withdrawal, effective as of the date
hereof or at the earliest practicable date hereafter, of the Company’s Registration Statement on Form S-1, initially filed on August
11, 2023, File No. 333-273930, together with all exhibits thereto (collectively, the “Registration Statement”).
The grounds upon which the
Company is making this application for withdrawal are that the Company does not intend to proceed with the planned registered offering
of common stock under the Registration Statement at this time due to prevailing market conditions. The Registration Statement has not
been declared effective by the Commission, and no securities were sold or will be sold under the Registration Statement. Therefore, withdrawal
of the Registration Statement is consistent with the public interest and the protection of investors, as contemplated by Rule 477(a) under
the Securities Act.
The Company requests that,
in accordance with Rule 457(p) under the Securities Act, all fees paid to the Commission in connection with the filing of the Registration
Statement be credited for future use.
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Sincerely, |
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Intrusion, Inc. |
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/s/ Anthony Scott |
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Name: Anthony Scott |
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Chief Executive Officer |
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