PRODIGY COMMUNICATIONS CORP
15-12G, 2000-08-02
COMPUTER PROGRAMMING, DATA PROCESSING, ETC.
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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 000-25333

                       PRODIGY COMMUNICATIONS CORPORATION
             (Exact name of Registrant as specified in its charter)

                               44 SOUTH BROADWAY
                          WHITE PLAINS, NEW YORK 10601
                                 (914) 448-8000
              (Address, including zip code, and telephone number,
       including area code, of Registrant's principal executive offices)

                     COMMON STOCK, $.01 PAR VALUE PER SHARE
            (Title of each class of securities covered by this Form)

                 CLASS A COMMON STOCK, $.01 PAR VALUE PER SHARE
   (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 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)      [_]
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:
None.
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                                   SIGNATURE

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

                                    PRODIGY COMMUNICATIONS CORPORATION

Date: July 28, 2000                 By:  /s/ Charles J. Roesslein
      -------------                      --------------------------
                                         Charles J. Roesslein
                                         President and Chief
                                         Executive Officer

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