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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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OMB Number 3235-0167
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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 000-23051
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SPIROS DEVELOPMENT CORPORATION II, INC.
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(Exact name of registrant as specified in its charter)
7475 LUSK BLVD., SAN DIEGO, CALIFORNIA 92121
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(Address, including zip code, and telephone number, including
area code, of registrant's principal executive offices)
CALLABLE COMMON STOCK, PAR VALUE $0.001 PER SHARE
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(Title of each class of securities covered by this Form)
NONE
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(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) |X| 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 certificate or notice
date: 1
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Effective August 31, 2000, Registrant was acquired by Dura
Pharmaceuticals, Inc. ("Dura") pursuant to a merger whereby Starfish Acquisition
Corp., Inc., a wholly-owned subsidiary of Dura, merged with and into Registrant.
All holders of Callable Common Stock of Registrant received $13.25 and a warrant
to purchase .19 of one share of Common Stock of Dura. Accordingly, as of the
date hereof, there is one holder of record of Callable Common Stock of
Registrant.
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Pursuant to the requirements of the Securities Exchange Act of 1934
Spiros Development Corporation II, Inc. has caused this certification/notice to
be signed on its behalf by the undersigned duly authorized person.
Date: August 31, 2000 By: /s/ Erle T. Mast
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Erle T. Mast
Vice President and Chief Financial Officer
Instruction: This form is required by Rules 12g-4, 12h-3 and 15d-6 of the
General Rules and Regulations under the Securities Exchange Act of 1934. The
registrant shall file with the Commission three copies of Form 15, one of which
shall be manually signed. It may be signed by an officer of the registrant, by
counsel or by any other duly authorized person. The name and title of the person
signing the form shall by typed or printed under the signature.