FERROFLUIDICS CORP
15-12B, 2000-01-28
ELECTRONIC COMPONENTS, NEC
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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 Sections 13 and 15(d) of the Securities Exchange Act of 1934

                         Commission File Number 1-12198

                            FERROFLUIDICS CORPORATION
 ...............................................................................
             (Exact name of registrant as specified in its charter)

                  40 Simon Street, Nashua, New Hampshire 03061
                                 (603) 883-9800
 ...............................................................................
          (Address,  including zip code,  and telephone  number,  including area
             code, of registrant's principal executive offices)

                    Common Stock, par value $0.004 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
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 certification or notice date:
 ...................................1................................

        Pursuant to the  requirements  of the  Securities  Exchange Act of 1934,
Ferrofluidics  Corporation  (Name of  registrant  as  specified  in charter) has
caused this  certification/notice  to be signed on its behalf by the undersigned
duly authorized person.

DATE: January 27, 2000                      BY:/s/ Richard R. Cesati, II
                                           ------------------------------
                                          Name: Richard R. Cesati, II
                                         Title: President

Instructions:  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 any other duly  authorized  person.  The name and title of the person
signing the form shall be typed or printed under the signature.



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