Medusa Corp – ‘15-12G’ on 8/10/98

As of:  Monday, 8/10/98   ·   Accession #:  64674-98-7   ·   File #:  0-17011

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Certification of Termination of Registration of a Class of Securities   —   Form 15
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 15-12G      Certification and Notice of Termination                2±     7K 


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 1-1274-2
                        --------

 Southdown Medusa, Inc. (formerly Medusa Corporation)*
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)

 1200 Smith Street, Suite 2400, Houston, Texas 77002; (713) 650-6200
--------------------------------------------------------------------------------
 (Address,including zip code,and telephone number,
including area code, of registrant's principalexecutive offices)

 Common Stock, without par value per share
--------------------------------------------------------------------------------
 (Titles 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)(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)   [  ]                                                  

Approximate number of holders of record as
  of the certification or notice date:   1**
                                        ------

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

DATE: August __,  1998             BY:            PATRICK S. BULLARD            
                                      ------------------------------------------
                                      Patrick S. Bullard
                                        Vice President and 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.                 

* In connection with the merger of a wholly-owned subsidiary of Southdown,  Inc.
into Medusa  Corporation on June 30, 1998,  Medusa  Corporation  has changed its
name to Southdown Medusa, Inc.                                                  

** Southdown, Inc., a Louisiana corporation,  owns all the outstanding shares of
Common Stock.                                                                   

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘15-12G’ Filing		Date		Other Filings
Filed on:		8/10/98		SC 13G/A
		6/30/98
				List all Filings