CAPITAL CITIES ABC INC /NY/
15-15D, 1996-02-12
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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 Act of 1934 or Suspension of Duty to
File Reports Under Section 13 and 15(d) of the Securities Exchange Act
of 1934.


                     Commission File Number 1-4278

                       Capital Cities/ABC, Inc.
- ---------------------------------------------------------------------
        (Exact name of registrant as specified in its charter)

                          77 West 66th Street
                          New York, NY 10023
                            (212) 456-7777
- ---------------------------------------------------------------------
         (Address, including zip code, and telephone number,
  including area code, of registrant's principal executive offices)

                   $250,000,000 Principal Amount of
                 8 3/4% Debentures due August 15, 2021
                   $250,000,000 Principal Amount of
                  8 7/8% Notes due December 15, 2000
- ---------------------------------------------------------------------
       (Title of each class of Securities covered by this Form)

- ---------------------------------------------------------------------
            (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)(i)(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                [X]


Approximate number of holders of record as of the certification or
notice date: Less than 300 in the case of each issue of debt
securities set forth above and in the aggregate.

Pursuant to the requirements of the Securities Exchange Act of 1934
Capital Cities/ABC, Inc. has caused this certification/notice to be
signed on its behalf by the undersigned duly authorized person.


Date:  February 12, 1996                    By:/s/ Alan N. Braverman
                                               ---------------------
                                               Alan N. Braverman
                                               Vice President and General
                                               Counsel





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