METRIKA SYSTEMS CORP
15-12B, 2000-05-03
INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL
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                       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 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: 1-13085

                           Metrika Systems Corporation
                           ---------------------------
             (Exact name of registrant as specified in its charter)

                          5788 Pacific Center Boulevard
                           San Diego, California 92121
                                 (781) 622-1000
                          ---------------------------
        (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)

                                      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 provisions
        relied upon to terminate or suspend the duty to file reports:

      Rule 12g-4(a)(1)(i)     ( )         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)     (X)

              Approximate number of holders of record as of the
                       certification or notice date: 2


<PAGE>


      Pursuant  to the  requirements  of the  Securities  Exchange  Act of 1934,
Metrika Systems Corporation has caused this certification/notice to be signed on
its behalf by the undersigned duly authorized person.

Date: May 3, 2000                       Metrika Systems Corporation


                                        By:  /s/ Theo Melas-Kyriazi
                                             ----------------------------------
                                        Name:    Theo Melas-Kyriazi
                                        Title:   Chief Financial Officer




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