SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 15

Certification and Notice of Termination of Registration under Section 12(g) of
the Securities and 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:     001-12443
                                             -------------

                        Peoples Telephone Company, Inc.
                        -------------------------------
             (Exact name of registrant as specified in its charter)

                      2300 N.W. 89th Place, Miami FL 33172
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  (Address, including zip code, and telephone number, including area code, of
                   registrant's principal executive offices)

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

                                    N/A
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  (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)  [ ]     Rule 12h-3(b)(1)(ii)   [ ]

          Rule 12g-4(a)(2)(i)   [ ]     Rule 12h-3(b)(2)(i)    [ ]

          Rule 12g-4(a)(2)(ii)  [ ]     Rule 12h-3(b)(2)(ii)   [ ]

                                        Rule 15d-6             [ ]

     Approximate number of holders of record as of the certification or notice 
date:   1
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     Pursuant to the requirements of the Securities Exchange Act of 1934,
Peoples Telephone Company, Inc. has caused this certification/notice to be
signed on its behalf by the undersigned duly authorized person.



DATE:   12/23/98                    BY:
      ------------------------          --------------------------------------
                                              Name: /s/ Michael E. Hayes
                                              Title: Senior Vice President and
                                                     Chief Financial Officer