INNOTECH INC
15-12G, 1997-03-21
OPTICAL INSTRUMENTS & LENSES
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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 0-27746
                                             -------------------------

                             Innotech, Inc.
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         (Exact name of registrant as specified in its charter)


           5568 Airport Road, Roanoke, VA 24012 (504) 362-2020
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(Address, including zip code and telephone number, including area code,
              of registrant's principal executive offices)


                     Common Stock ($.001 Par Value)
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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)(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:

                               1
- --------------------------------------------------------------

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

DATE:   March 20, 1997                       BY: /s/ Ronald D. Blum
     ----------------------------               -------------------------
                                             Name:  Ronald D. Blum
                                             Title: Chairman of the Board,
                                                    Chief Executive Officer
                                                    and Secretary


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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