SECURITIES AND EXCHANGE COMMISSION UNITED STATES WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES AND 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 333-72899-02, 333-63723-02 RRC FL Five, Inc. ----------------- (Exact name of registrant as specified in its charter) 121 West Forsyth Street, Suite 200, Jacksonville, FL 32202 (904) 356-7000 ------------------------------------------------------------------------- (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) Guaranty of 7-1/8% Notes Due July 15, 2005, Guaranty of 7.40% Notes Due April 1, 2004 and Guaranty of 7.75% Notes Due April 1, 2009 ------------------------------------------------------------------- (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)(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: None; registrant merged out of existence Pursuant to the requirements of the Securities Exchange Act of 1934, Regency Centers, L.P., successor by merger to registrant, has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person. Date: May 3, 1999 By: /s/ J. Christian Leavitt --------------------------------- J. Christian Leavitt Senior Vice President of Regency Realty Corporation, the general partner of Regency Centers, L.P.