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   0-8049  

                   Circa Pharmaceuticals, Inc.               
     (Exact name of registrant as specified in its charter)

                        33 Ralph Avenue
            Copiague, New York 11726  (516) 842-8383           
 (Address, including zip code and telephone number, including
     area code, of registrant's principal executive offices)

             Common Stock, par value $0.01 per share        
    (Title of each class of securities covered by this Form)

                              None                              
  (Title 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)        

Approximate number of holders of record as of the certification or notice date: 
                              1,819                                        

       Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, Circa Pharmaceuticals, Inc. has caused this certification/notice to be
signed on its behalf by the undersigned duly authorized person.

                                 CIRCA PHARMACEUTICALS, INC.


                                 BY:    /s/ MELVIN SHAROKY, M.D.
DATE: July 18, 1995                     Melvin Sharoky, M.D.
                                        President and Chief Executive Officer