WORLD OMNI DEALER FUNDING INC
15-15D, 2000-01-07
ASSET-BACKED SECURITIES
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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 0-25118

                         World Omni Dealer Funding, Inc.
             (Exact name of registrant as specified in its charter)

           120 N.W. 12th Avenue, Deerfield Beach, FL  33442 (954)429-2200
          (Address, including zip code and telephone number, including
             area code, of registrant's principal executive offices)

                     World Omni Wholesale Master Trust 1994
         Series 1994-1, Series 1995-1, Series 1996-1 and Series 1996-2
           -----------------------------------------------------------
            (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)(1)   [ ]          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:  None

         Pursuant to the requirements of the Securities Exchange Act of 1934
World Omni Dealer Funding, Inc. has caused this certification/notice to be
signed on its behalf by the undersigned duly authorized person.



DATE:  January 7, 2000               BY:/s/Patrick C. Ossenbeck
                                        -----------------------
                                          Patrick C. Ossenbeck
                                          Assistant Treasurer




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