FALCON BUILDING PRODUCTS INC
15-12B, 1998-04-09
FABRICATED STRUCTURAL METAL PRODUCTS
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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 001-13418
                              Falcon Building Products, Inc.

                  (Exact name of registrant as specified in its charter)
  233 South Wacker Drive, Suite 3500, Chicago, Illinois 60606; (312) 906-9700

 (Address, including zip code, and telephone number, including area code of 
               registrant's principal executive offices)
                           Class A Common Stock, par value $.01

                   (Title of 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)(l)(i)      X
Rule 12g-4(a)(l)(ii)           .           Rule 12h-3(b)(l)(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: 15


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Pursuant to the requirements of the Securities Exchange Act of 1934 Falcon
Building Products, Inc. has caused this certification/notice to be signed on 
its behalf by the undersigned duly authorized person.
Dated:     April 8, 1998         By:    /s/ Anthony J. Navitsky
                                 Name: Anthony J. Navitsky
                                 Title: Vice President - Finance & Treasurer

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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