BWIP INC
15-12G, 1997-07-22
PUMPS & PUMPING EQUIPMENT
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                                                     ---------------------------
                           UNITED STATES                      OMB APPROVAL
                 SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 20549
                                                     ---------------------------
                                                     OMB Number:       3235-0167
                                                     Expires:  November 30, 1995
                                                     Estimated average burden
                                                     hours per response.....1.50
                                                     ---------------------------

                                     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 1-11897

                                   BW/IP, Inc.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

 200 Oceangate Boulevard, Suite 900, Long Beach, California 90802 (562) 435-3700
- --------------------------------------------------------------------------------
    (Address, including zip code, and telephone number, including area code,
                  of registrant's principal executive offices)

                     Common Stock, par value $0.01 per share
                         Preferred Stock Purchase Rights
- --------------------------------------------------------------------------------
            (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 12g-4(a)(1)(i)      X         Rule 12h-3(b)(1)(i)        X
                                      ---                                  ---
              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:          1
              -----------------

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

Date:  July 22, 1997                       By:   /s/ John D. Hannesson
       --------------------------                ---------------------------
                                                 John D. Hannesson
                                                 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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