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 1-4748
Griffin Gaming & Entertainment, Inc.
(Exact name of registrant as specified in its charter)
1133 Boardwalk
Atlantic City, New Jersey 08401
(609) 344-6000
(Address, including zip code, and telephone number,
including area code, of registrant's principal
executive offices)
Common Stock ($.01 par value)
Class B Redeemable Common Stock ($.01 par value)
(Title of each class of securities covered by this Form)
First Mortgage Non-Recourse Pass-Through Notes
(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)(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 [ ]
Rule 12h-3(b)(1)(i) [X]
Approximate number of holders of record as of the
certification or notice date:
Common Stock - 1
Class B Redeemable Common Stock - 0
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Pursuant to the requirements of the Securities
Exchange Act of 1934, Griffin Gaming & Entertainment, Inc.
has caused this certification/notice to be signed on its
behalf by the undersigned duly authorized person.
Date: December 16, 1996 By: /s/ Matthew B. Kearney
Matthew B. Kearney
Executive Vice President - Finance
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