1 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 Number: 0-14956 VMS NATIONAL HOTEL PARTNERS ................................................................. (Exact name of registrant as specified in its charter) 630 DUNDEE ROAD, SUITE 220, NORTHBROOK, ILLINOIS 60062 (847) 714-9600 ................................................................. (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) LIMITED PARTNERSHIP INTERESTS ................................................................. (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)(l)(i) [x] Rule 12h-3(b)(l)(ii) [ ] Rule 12g-4(a)(l)(ii) [x] 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: NONE. ................................... Pursuant to the requirements of the Securities Exchange Act of 1934, VMS NATIONAL HOTEL PARTNERS has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person(s). [SIGNATURE PAGE FOLLOWS] 2 VMS National Hotel Partners (Registrant) By: VMS National Hotel Portfolio I By: VMS Realty Investment, Ltd. Managing General Partner By: JAS Realty Corporation By: /s/ Joel A. Stone Date: October 28, 1999 ---------------------------------------- Joel A. Stone, President By: /s/ Thomas A. Gatti Date: October 28, 1999 ---------------------------------------- Thomas A. Gatti, Senior Vice President and Principal Accounting Officer By: VMS Realty Investment, Ltd. Executive Committee By: /s/ Joel A. Stone Date: October 28, 1999 ------------------------------------------- Joel A. Stone, Executive Committee Member By: /s/ Joel A. Stone Date: October 28, 1999 ------------------------------------------- Joel A. Stone, as attorney in fact for Peter R. Morris, Executive Committee Member By: /s/ David Allen Date: October 28, 1999 ---------------------------------------- David Allen, as attorney in fact for Robert D. Van Kampen, Executive Committee Member 3 SIGNATURES (Continued) By: VMS National Hotel Portfolio II By: VMS Realty Investment, Ltd. Managing General Partner By: JAS Realty Corporation By: /s/ Joel A. Stone Date: October 28, 1999 ---------------------------------------- Joel A. Stone, President By: /s/ Thomas A. Gatti Date: October 28, 1999 ---------------------------------------- Thomas A. Gatti, Senior Vice President and Principal Accounting Officer By: VMS Realty Investment, Ltd. Executive Committee By: /s/ Joel A. Stone Date: October 28, 1999 ------------------------------------------- Joel A. Stone, Executive Committee Member By: /s/ Joel A. Stone Date: October 28, 1999 ------------------------------------------- Joel A. Stone, as attorney in fact for Peter R. Morris, Executive Committee Member By: /s/ David Allen Date: October 28, 1999 ---------------------------------------- David Allen, as attorney in fact for Robert D. Van Kampen, Executive Committee Member