Liberty All-Star Mid-Cap Fund
                               100 Federal Street
                           Boston, Massachusetts 02111

December 28, 2006

Securities and Exchange Commission
100 F Street, NE
Washington, DC  20549

    Re:   Liberty All-Star Mid-Cap Fund Request for Withdrawal of Registration
          Statement on Form N-2 (File No. 333-123502)

Ladies and Gentlemen:

     Pursuant to Rule 477 under the Securities Act of 1933, as amended,  Liberty
All-Star  Mid-Cap  Fund (the  "Fund")  hereby  requests  the  withdrawal  of its
registration statement on Form N-2 (File No. 333-123502), including all exhibits
and  amendments  thereto  (the  "Registration   Statement").   The  Registration
Statement was originally filed with the Securities and Exchange  Commission (the
"Commission")  on March 22, 2005  (Accession No.  0000898432-05-000262)  and was
amended  by  Pre-Effective  Amendment  No. 1 on June  23,  2005  (Accession  No.
0000898432-05-000508)  and  Pre-Effective  Amendment No. 2 on September 28, 2005
(Accession  No.  0000898432-05-000817).  The  Registration  Statement  was never
declared  effective by the  Commission  and none of the Fund's  shares were sold
pursuant to the Registration Statement.

     The Fund is withdrawing the Registration  Statement  because the Fund never
commenced operations.  Accordingly, the Fund also intends to file an application
for  deregistration  pursuant to Section 8(f) of the  Investment  Company Act of
1940, as amended.

     Please  forward  a  copy  of  the  Order   permitting   withdrawal  of  the
Registration  Statement to Ryan C. Larrenaga via facsimile at 866-281-4239  when
it is available. If you have any questions regarding this withdrawal request, do
not hesitate to contact Mr. Larrenaga at 617-772-6743.


                                   LIBERTY ALL-STAR MID-CAP FUND

                                   By:   /s/ William R. Parmentier, Jr.
                                         William R. Parmentier, Jr.
                                         President and Chief Executive Officer