As filed with the Securities and Exchange Commission on July 1, 1996 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO 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 0-24868 ----------------------------- (Exact name of registrant as specified in its charter) E&B MARINE INC. -------------------------------------------------- (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) 201 Meadow Road, Edison, New Jersey 08818 (908) 819-7400 ----------------------------------------------------------------- (Title of each class of securities covered by this Form) Common Stock, $.001 par value ---------------------------------- (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) [X] Approximate number of holders of record as of the certification or notice date: 1 ----- As described in the Annual Report on Form 10-K for the year ended December 31, 1994 of E&B Marine Inc. ("E&B Marine"), trading of E&B Marine common stock on the Boston Stock Exchange ("BSE") was suspended on September 27, 1994 and such security was delisted from the BSE effective October 18, 1994; and, therefore, the obligations of E&B Marine under Section 12(b) of the Securities Exchange Act of 1934, as amended, have ceased. Pursuant to the requirements of the Securities Exchange Act of 1934, E&B Marine Inc. has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person. DATE: July 1, 1996 BY: /s/John C. Zott ------------------------- --------------------------------------- John C. Zott Chief Financial Officer 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. 2