UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                     FORM 15

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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: 1-10546


                           MOLECULAR BIOSYSTEMS, INC.
             (Exact name of registrant as specified in its charter)


                            10030 Barnes Canyon Road
                               San Diego, CA 92121
                                 (858) 625-3905
          (Address, including zip code, and telephone number, including
            area code, of registrant's principal executive offices)


                     Common Stock, par value $0.01 per share
            (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)     /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: One

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

Date:   December 29, 2000



MOLECULAR BIOSYSTEMS, INC.

By:  /s/ LLOYD A. ROWLAND
    ---------------------------------
    Name: Lloyd A. Rowland
    Title: Vice President, General Counsel and Secretary