K&G MENS CENTER INC
15-12G, 1999-06-02
FAMILY CLOTHING STORES
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<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 15

Certification and Notice of Termination of Registration under Section 12(g) of
the Securities Exchange Act of 1934 or Suspension of Duty to File Reports Under
Sections 13 and 15(d) of the Securities Exchange Act of 1934.

                        Commission File Number: 0-27348
                                                -------

                            K & G Men's Center, Inc.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


   1225 Chattahoochee Avenue, N.W., Atlanta, Georgia 30318, (404) 351-7987
  ------------------------------------------------------------------------
  (Address, including zip code, and telephone number, including area code,
                of registrant's principal executive offices)

                   Common Stock, par value $.01 per share
          --------------------------------------------------------
          (Title of each class of securities covered by this Form)

                                      N/A
          --------------------------------------------------------
 (Titles of all other classes of securities for which a duty to file reports
                    under section 13(a) or 15(d) remains)

         Please place an X in the box(es) to designate the appropriate rule
provision(s) relied upon to terminate to suspend the duty to file reports:

            Rule 12g-4(a)(1)(i)       [X]        Rule 12h-3(b)(1)(ii)     [ ]

            Rule 12g-4(a)(1)(ii)      [ ]        Rule 12h-3(b)(2)(i)      [ ]

            Rule 12g-4(a)(2)(i)       [ ]        Rule 12h-3(b)(2)(ii)     [ ]

            Rule 12g-4(a)(2)(ii)      [ ]        Rule 15d-6               [ ]

            Rule 12h-3(b)(1)(i)       [ ]

         Approximate number of holders of record as of the certification or
notice date: One

         Pursuant to the requirements of the Securities Exchange Act of 1934,
K & G Men's Center, Inc. has caused this certification/notice to be signed on
its behalf by the undersigned duly authorized person.


DATE: June 2, 1999             By:  /s/ STEPHEN H. GREENSPAN
                                   ---------------------------------------------
                                    Name: Stephen H. Greenspan
                                    Title: Chief Executive Officer and President







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