FIRST OF AMERICA BANK CORP /MI/
15-12G, 1995-02-16
NATIONAL COMMERCIAL BANKS
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                                 FORM 15
      [Adopted in Release No. 34-20784 (paragraph 83,508), March 22,
             1984, effective March 30, 1984, 49 F.R. 12688.]

                    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: 0-19764

    F&C BANCSHARES, INC.
    (Exact name of registrant as specified in its charter)

    1600 TAMIAMI TRAIL, PORT CHARLOTTE, FLORIDA  33948-2031
    (Address, including zip code, and telephone number, including
    area code, of registrant's principal executive offices)

    COMMON STOCK
    (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 12g4(a)(1)(i)      [X]       Rule 12h-3(b)(1)(ii)  [ ]
     Rule 12g4(a)(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 12h-3(b)(1)(i)     [ ]       Rule 15d-6            [ ]

    Approximate number of holders of record as of the certification
    or notice date:
    NONE

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

    DATE: February 16, 1995       BY:   /s/ THOMAS W. LAMBERT
                                      Thomas W. Lambert
                                      Executive 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 be typed
    or printed under the signature.





















































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