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 33-59212
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Food 4 Less Holdings, Inc.
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(Exact name of registrant as specified in its charter)
1100 West Artesia Boulevard, Compton, California 90220 (310) 884-9000
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(Address, including zip code, and telephone number, including
area code, of registrant's principal executive offices)
Common Stock, par value $.01 per share; 13 5/8% Senior
Subordinated Debentures due 2005; 13 5/8% Senior
Subordinated Pay-in-Kind Debentures due 2007
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(Title of each class of securities covered by this Form)
None
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(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) [ ] 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 of the Common Stock as of the
certification or notice date: One
Approximate number of holders of record of each series of the Debentures as
of the certification or notice date: Zero
Pursuant to the requirements of the Securities Exchange Act of 1934, Food 4
Less Holdings, Inc. has caused this certification/notice to be signed on its
behalf by the undersigned duly authorized person.
Date: May 28, 1998 By: DAVID R. JESSICK
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David R. Jessick
Sr. Vice President
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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.