UNITED STATES
                       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  001-14121
                                                                     ----------

                         REXX ENVIRONMENTAL CORPORATION
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             (Exact name of registrant as specified in its charter)
            445 Park Avenue, New York, New York 10022 (212) 750-7755
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   (Address,including zip code, and telephone number, including area code, of
                    registrant's principal executive offices)
                          Common Stock, $.02 par value
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            (Title of each class of securities covered by this Form)

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   (Title of all 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)(i)        |X|
Rule 12g-4(a)(1)(ii)       o                      Rule 12h-3(b)(1)(ii)       o
Rule 12g-4(a)(2)(i)        o                      Rule 12h-3(b)(2)(i)        o
Rule 12g-4(a)(2)(ii)       o                      Rule 12h-3(b)(2)(ii)       o
                                                  Rule 15d-6                 o
Approximate number of holders of records as of the certification or notice
date:   1
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Pursuant to the  requirements  of the  Securities  Exchange Act of 1934 (Name of
registrant as specified in charter) has caused this  certification/notice  to be
signed on its behalf by the undersigned duly authorized person.

                                            REXX ENVIRONMENTAL CORPORATION

Date: September 20, 2000                    By:  /s/Brian A. Wasserman
                                                 --------------------------
                                                 Brian A. Wasserman, President

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.

Potential persons who are to respond to the collection of information  contained
in this form are not  required to respond  unless the form  displays a currently
valid OMB control number.