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 1-9357
TYCO TOYS, INC.
(Exact name of registrant as specified in its charter)
6000 Midlantic Drive
Mount Laurel, New Jersey 08504
(609) 234-7400
(Address, including zip code, and telephone number,
including area code, of registrant's principal executive offices)
Common Stock,
10-1/8% Senior Subordinated Debentures,
Depository Shares, each representing one-twenty-fifth of a share
of Series C Mandatorily Convertible Redeemable Preferred Stock
(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)(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 [X]
Approximate number of holders of record as of the certification or
notice date: Common Stock, 2165 holders; 10-1/8% Senior Subordinated
Debentures, 245 holders; Depositary Shares, 9 holders.
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, by Mattel, Inc. (as successor to Tyco Toys, Inc. by merger)
has caused this certification/notice to be signed on its behalf by the
undersigned duly authorized person.
DATE: March 27, 1997 BY: /s/ Robert Normile
Robert Normile
Vice President,
Assistant Secretary and
Assistant General Counsel
