GOLDEN BOOKS FAMILY ENTERTAINMENT INC
15-15D, 1996-09-17
BOOKS: PUBLISHING OR PUBLISHING & PRINTING
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             SECURITIES AND EXCHANGE COMMISSION 
                               
                   Washington, D.C. 20549 
                               
                           FORM 15 
                               
 Certificate 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:  0-14399 
                               
            GOLDEN BOOKS PUBLISHING COMPANY, INC. 
(as the successor of Golden Books Family Entertainment, Inc.) 
   (Exact name of registrant as specified in its charter) 
                               
850 Third Avenue, New York, New York  10022   (212) 783-8500 
     (Address, including zip code, and telephone number, 
            including area code, of registrant's 
                principal executive offices) 
                               
                 7.65% Senior Notes due 2002 
  (Title of each class of securities covered by this Form) 
 
Title 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 rules provision(s) relied upon to terminate or 
suspend duty to file reports: 
 
  Rule 12g-4(a)(1)(i)    [  ] Rule 12h-3(b)(1)(ii)    [  ] 
 Rule 12g-4(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)(1)(i)    [x ] Rule 12h-3(b)(2)(ii)    [  ] 
                               
                                        Rule 15d-6    [  ] 
 
     Approximate number of holders of record as of the 
certification or notice date: 
 
          61 
 
     Pursuant to the requirements of the Securities Exchange 
Act of 1934, Golden Books Publishing Company, Inc.  has 
caused this certification/notice to be signed on its behalf 
by the undersigned duly authorized person. 
 
DATE:   September 16, 1996     BY: /s/ Philip E. Rowley 
                                   Philip E. Rowley 
                                   Chief Operating Officer 





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