<PAGE> 1
UNITED STATES
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 333-3689
---------
Waxman USA Inc.
---------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
24460 Aurora Road
Bedford Heights, Ohio 44146
(440) 439-1830
-----------------------------------------------------------------
(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)
11 1/8% Senior Notes Due 2001, Series B
------------------------------------------------------------------
(Title of each class of securities covered by this Form)
None
------------------------------------------------------------------
(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 or suspend the duty to file reports:
Rule 12g-4(a)(1)(i) [ ] Rule 12h-3(b)(1)(i) [X]
Rule 12g-4(a)(1)(ii) [ ] Rule 12h-3(b)(1)(ii) [ ]
Rule 12g-4(a)(2)(i) [ ] Rule 12h-3(b)(2)(i) [ ]
Rule 12g-4(a)(2)(ii) [ ] Rule 12h-3(b)(2)(ii) [ ]
Rule 15d-6 [ ]
Approximate number of holders of record as of the certification or
notice date: 0
-----
Pursuant to the requirements of the Securities Exchange Act of 1934
Waxman USA Inc. has caused this certification/notice to be signed on its behalf
by the undersigned duly authorized person.
DATE: October 19, 2000 BY: /s/ Mark Wester
----------------- --------------------------------
Name: Mark Wester
Title: Vice President-Finance