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: 000-27831
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                      Genesis Capital Corporation of Nevada
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             (Exact name of registrant as specified in its charter)


            2921 N.W. 6th Avenue, Miami, Florida 33127 (305) 573-8882
            ---------------------------------------------------------
               (Address, including zip code, and telephone number,
        including area code, of registrant's principal executive offices)


                          Common Stock, $.001 par value
                          -----------------------------
            (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)   [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:
241
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Pursuant to the requirements of the Securities Exchange Act of 1934, Genesis
Capital Corporation of Nevada has caused this Certification and Notice to be
signed on its behalf by the undersigned duly authorized person.

                                    Genesis Capital Corporation of Nevada

Date: February 27, 2002.            By: /s/RICHARD ASTROM
                                       ----------------------------------
                                       Richard Astrom, President