2211 South 47th Street
Phoenix AZ 85034
February 10, 2006
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: Avnet, Inc.
Withdrawal of Post-Effective Amendment No. 1 to Form S-3, File
No. 333-130783 filed on February 3, 2006
Ladies and Gentlemen:
In accordance with Rule 477 of Regulation C promulgated under the Securities Act of 1933, as amended (the "Securities Act"), Avnet, Inc., a New York corporation (the "Registrant"), hereby respectfully requests the immediate withdrawal of the above-referenced Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 (the "Registration Statement") (File No. 333-130783) filed on February 3, 2006.
The Registrant is making this request because the Registration Statement was inadvertently filed as a POS AM post-effective amendment rather than a POSASR post-effective amendment. The Registrant has filed the appropriate Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 on February 8, 2006 as a POSASR post-effective amendment. Please do not withdraw Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 (File No. 333-130783) filed on February 8, 2006.
We appreciate your assistance and should you need any additional information, please feel free to contact the undersigned at (480) 643-2000 or Barbara L. Becker of Gibson, Dunn & Crutcher LLP at (212) 351-4062.
By: /s/ David R. Birk ________________________ Name: David R. Birk Title: Senior Vice President and General Counsel