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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                             
                                    FORM 15
                                    
CERTIFICATE 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 0-1222
                                                                          ------
                             Ducommun Incorporated
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             (Exact name of registrant as specified in its charter)
             
       23301 S. Wilmington Ave., Carson, California 90745; (310) 513-7200
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  (Address, including zip code, and telephone number, including area code of
                   registrant's principal executive offices)
                   
              7-3/4% Convertible Subordinated Debentures Due 2011
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              (Title of class of securities covered by this Form)
              
                     Common Stock, $.01 par value per share
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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)  [ ]               Rule 12h-3(b)(l)(i)   [x]
        Rule 12g-4(a)(l)(ii) [ ]               Rule 12h-3(b)(l)(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:              0
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     Pursuant to the requirements of the Securities Exchange Act of 1934
Ducommun Incorporated has caused this certification/notice to be signed on its
behalf by the undersigned duly authorized person.

Dated:     July 17, 1996                         By:  /s/ James S. Heiser
      ------------------------                      --------------------------- 
                                                     Name: James S. Heiser
                                                     Title: Secretary

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.