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: 0-18239
                                    ---------

                       SEAHAWK DEEP OCEAN TECHNOLOGY, INC.
                      -------------------------------------
             (Exact name of registrant as specified in its charter)


                  600 17th Street, Ste. 2800, Denver, CO 80202
            ---------------------------------------------------------
  (Address, including zip code, and telephone number, including area code, of
                   registrant's principal executive offices)


                   Common and Preferred Stock, $.001 par value
                          -----------------------------
            (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)    [X]                Rule 12h-3(b)(1)(ii)   [ ]
Rule 12g-4(a)(1)(ii)   [X]                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:
350

Pursuant to the requirements of the Securities Exchange Act of 1934, Seahawk
Deep Ocean Technology, Inc. has caused this Certification and Notice to be
signed on its behalf by the undersigned duly authorized person.

                                   Seahawk Deep Ocean Technology, Inc.

Date: January 12, 2007.            By: /s/M. Anthony
                                       --------------------------------
                                     M. Anthony, Director