DEEPTECH INTERNATIONAL INC
15-15D, 1998-09-09
CRUDE PETROLEUM & NATURAL GAS
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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 Exchange Act of 1934.

                                               Commission File Number: 0-23934

                        DEEPTECH INTERNATIONAL INC.
           (Exact name of registrant as specified in its charter)

                           1001 LOUISIANA STREET
                            HOUSTON, TEXAS 77002
                          TELEPHONE (713) 420-2131
 (Address, including zip code, and telephone number, including area code of
                 registrant's principal executive offices)

                     12% SENIOR SECURED NOTES DUE 2000
          (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 provide 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)     [ ]         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              [X]



     Approximate  number of  holders of record as of the  certification  or
notice date: twenty (20)

Instruction:  This form is required by Rules 12g-4,  12h-3 and 15d-6 of the
General  Rules and  Regulations  under the  Securities  and Exchange Act of
1934,  as amended.  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 printed
or typed under the signature.


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

      Dated: September 9, 1998

                                          DeepTech International Inc.



                                          By:  /s/ Jeffrey I. Beason
                                               ---------------------------
                                                     Jeffrey I. Beason
                                              Vice President and Controller


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