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 SECTION 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 0-25750 ------- PENFED BANCORP, INC - ------------------------------------------------------------ (Exact name of registrant as specified in charter) 215 SHELBY FALMOUTH, KENTUCKY 41040-1238 (606) 654-6961 ------------------------------------------------------------ (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) NONE ------------------------------------------------------------ (Title 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)(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 [ ] Approximate number of holders of record as of the certification or notice date: 210 Pursuant to the requirements of the Securities Exchange Act of 1934, Penfed Bancorp, Inc. has caused this certification/notice to be signed on behalf by the undersigned duly authorized person. Date: March 24, 1998 By: /s/ David C. Wills -------------- --------------------------- David C. Wills, President