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 NO. 0-17353

                            FMS FINANCIAL CORPORATION
         ---------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                                  3 Sunset Road
                          Burlington, New Jersey 08016
       ------------------------------------------------------------------
       (Address, including zip code, and telephone number, including area
               code, of registrant's principal executive offices)

                          COMMON STOCK, PAR VALUE $.10
                          ----------------------------
            (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:


          [X]  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: 1

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



DATE: July 16, 2007                   By: /s/ Gerard P. Cuddy
                                          --------------------------------------
                                          Gerard P. Cuddy
                                          President and Chief Executive Officer,
                                          Beneficial Mutual Bancorp, Inc., as
                                          Successor by Merger