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      0-12998

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

3911 Sorrento Valley Blvd., San Diego, California  92121 (619) 450-9898  
(Address, including zip code, and telephone number, including area code, 
of registrant'sprincipal executive offices)
             
             Common Stock, no par value per share
   (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 toterminate 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:

                             0
    Pursuant to the requirements of the Securities Exchange
Act of 1934, Infrasonics, Inc. has caused this certification
/notice to be signed on its behalf by the undersigned duly 
authorized person.

                             INFRASONICS, INC.

DATE:  June 28, 1996         BY:/s/ Frederick C. McGee
                             NAME: Frederick C. McGee
                             TITLE: Vice President
                                    Chief Financial Officer