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 SECTION 13 AND
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
Commission
File Number: 005-35178
Mentor
Corporation
(Exact
name of registrant as specified in its charter)
201
Mentor Drive
____
___Santa
Barbara, California 93111, (800) 525-0245 _
(Address,
including zip code, and telephone number, including area code,
of
registrant’s principal executive offices)
Common
Stock, par value $0.10 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 to terminate or suspend the duty to file reports:
| Rule 12g-4(a)(1) |
x |
| Rule 12g-4(a)(2) |
o |
| Rule 12h-3(b)(1)(i) |
x |
| Rule 12h-3(b)(1)(ii) |
o |
| Rule 15d-6 |
o |
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, Mentor
Corporation has caused this certification/notice to be signed on its behalf by
the undersigned duly authorized person.
Date: January 26,
2009 MENTOR
CORPORATION
By: /s/
Joseph A. Newcomb
Joseph
A. Newcomb
Vice
President, General Counsel and Secretary