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: 0-14394 (Exact name of registrant as specified in its charter) Town & Country Corporation (Address, including zip code, and telephone number, including area code, of registrant's principal executive offices) 25 Union Street, Chelsea, Massachusetts 02150 (617) 884-8500 (Title of each class of securities covered by this Form) Class A Common Stock, $.01 par value Class B Common Stock, $.01 par value Exchangeable Preferred Stock, $1.00 par value Convertible Redeemable Preferred Stock, $1.00 par value 10 1/4% Senior Subordinated Notes, due July 1, 1995 11 1/2% Senior Secured Notes, due September 15, 1997 13% Senior Subordinated Notes, due May 31, 1998 13% Senior Subordinated Notes, due December 15, 1998 (Titles of all other classes of securities for which a duty to file reports under section 13(a) or 15(d) remains) None 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: As a result of Town & Country Corporation's plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code, which was confirmed on May 29, 1998, Town & Country's Class A Common Stock, Class B Common Stock, Exchangeable Preferred Stock, Convertible Redeemable Preferred Stock, 13% Senior Subordinated Notes due May 31, 1998 and Senior Subordinated Notes due 1 December 15, 1998 were canceled. Accordingly, there are no holders of those securities. Town & Country repaid its 10 1/4% Senior Subordinated Notes due July 1, 1995 in 1995 and accordingly there are no holders of those securities. Town & Country's 11 1/2% Senior Secured Notes due September 15, 1997 were repaid in 1997 and accordingly there are no holders of those securities. Town & Country's only outstanding securities as of the date hereof are: (i) common stock, $.01 par value per share, with respect to which there is one (1) record holder, (ii) 15% Senior Secured Notes, due February 15, 2001, with respect to which there are three (3) record holders, and 12% Senior Convertible Notes, due May 31, 2003, with respect to which there is one (1) record holder. Town & Country has no reporting obligations under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), with respect to those securities and accordingly Town & Country's obligation to file reports pursuant to Section 13 or 15(d) of the Exchange Act is immediately suspended. Pursuant to the requirements of the Securities Exchange Act of 1934, Town & Country Corporation has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person. DATE: June 5, 1998 By: /s/ Veronica M. Zsolcsak ------------------------ Veronica M. Zsolcsak Chief Financial Officer and Treasurer 2