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 333-22155

 

States or other jurisdiction of incorporation Massachusetts

 

I.R.S. Employer Identification No. 04-1156680

 

The William Carter Company

(Exact name of registrant as specified in its charter)

 

The Proscenium,
1170 Peachtree Street NE, Suite 900

Atlanta, Georgia 30309

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

 

10.875% Senior Subordinated Notes due 2011

(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)

o

 

Rule 12h-3(b)(1)(i)

ý

 

 

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

ý

 

 

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

 

Pursuant to the requirements of the Securities Exchange Act of 1934 The William Carter Company has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person.

 

Date:

July 15, 2005

 

By:

/s/ Brendon M. Gibbons

 

 

 

 

 

Title 

Vice President and
General Counsel

 

 

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.

 

SEC 2069 (12-04)