AMETEK INC
15-12B, 1997-07-23
MOTORS & GENERATORS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                              OMB APPROVAL
                                              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 1-168

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

            Station Square, Paoli, Pennsylvania 19301 (610) 647-2121
- -------------------------------------------------------------------------------
       (Address, including zip code, and telephone number, including area
               code, of registrant's principal executive offices)

                     Common Stock, par value $.01 per share
- -------------------------------------------------------------------------------
            (Title of each class of securities covered by this Form)

                          9 3/4% Senior Notes due 2004(1)
- -------------------------------------------------------------------------------
       (Title of all other classes of securities for which a duty to file
                 reports under section 13(a) or 15(d) remains)
_________
1    The Senior Notes will remain listed on the New York Stock Exchange
     following consummation of the merger described below; however, the
     obligations under the Senior Notes will be assumed by Ametek Aerospace
     Products, Inc.

         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:


       [x]  Rule 12g-4(a)(1)(i)          [x]  Rule 12h-3(b)(1)(i)
       [ ]  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: 4,450(2)

- -----------------
2 As of June 25, 1997. At the Effective Time of the merger of Culligan Water
Company, Inc. with and into the Registrant, as described in the Registration
Statement on Form S-4 (File No. 333-26953) of Culligan Water Technologies, Inc.,
declared effective by the Commission on June 30, 1997, there will be one holder
of record of the Registrant's Common Stock, par value $.01 per share.


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

Date: July 23, 1997                    By:     /s/ John J. Molinelli
     ----------------------                  ------------------------
                                             John J. Molinelli
                                             Senior 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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