OUTDOOR SYSTEMS INC
15-12G, 1999-12-08
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                                  UNITED STATES
                       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 AND
                             EXCHANGE ACT OF 1934.


                         Commission File Number 1-13275


                              OUTDOOR SYSTEMS, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


     2502 NORTH BLACK CANYON HIGHWAY, PHOENIX, ARIZONA 85009; (602) 246-9569
     -----------------------------------------------------------------------
    (Address, including zip code, and telephone number, including area code,
                  of registrant's principal executive offices)


                     COMMON STOCK, PAR VALUE $0.01 PER SHARE
             $250,000,000 9-3/8% SENIOR SUBORDINATED NOTES DUE 2006
             GUARANTEES OF 9-3/8% SENIOR SUBORDINATED NOTES DUE 2006
             $500,000,000 8-7/8% SENIOR SUBORDINATED NOTES DUE 2007
             GUARANTEES OF 8-7/8% SENIOR SUBORDINATED NOTES DUE 2007
            --------------------------------------------------------
            (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:     3
               -----

           Pursuant to the requirements of the Securities Exchange Act of 1934,
Infinity Broadcasting Corporation, as successor by merger to Outdoor Systems,
Inc., has caused this certification/notice to be signed on its behalf by the
undersigned duly authorized person.


Date:  December 8, 1999                    By: /s/ Angeline C. Sraka
                                               ---------------------------------
                                               Angeline C. Straka
                                               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.


#86802.DOC


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