METRIKA SYSTEMS CORP
8-K, 1998-09-29
INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                   -------------------------------------------


                                    FORM 8-K


                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934



                                 Date of Report
                       (Date of earliest event reported):

                               September 29, 1998

                    ----------------------------------------


                           METRIKA SYSTEMS CORPORATION
             (Exact name of Registrant as specified in its charter)


Delaware                        1-13085                          33-0733537
(State or other               (Commission                   (I.R.S. Employer
jurisdiction of               File Number)               Identification Number)
incorporation or
organization)


5788 Pacific Center Boulevard
San Diego, California                                                 92121
(Address of principal executive offices)                           (Zip Code)


                                 (619) 450-9649
                         (Registrant's telephone number
                              including area code)



<PAGE>


      This Form 8-K contains forward-looking statements that involve a number of
risks and  uncertainties.  Important  factors that could cause actual results to
differ  materially from those indicated by such  forward-looking  statements are
set forth  under the  heading  "Forward-looking  Statements"  in  Exhibit  13 to
Metrika  Systems  Corporation's  Annual  Report on Form 10-K for the year  ended
January 3, 1998.  These include risks and  uncertainties  relating to:  customer
capital  spending  policies,  market  acceptance of new products,  technological
change and  new-product  introductions,  government  regulations  and approvals,
Metrika Systems' acquisition strategy,  international  operations,  competition,
proprietary  technology  rights,  and the  potential  impact of the year 2000 on
processing date-sensitive information.

Item 5.     Other Events

      On September 29, 1998,  Metrika Systems  Corporation  ("Metrika  Systems")
announced  that it will record a pretax  restructuring  charge of  approximately
$600,000  in the third  quarter,  ending  October  3, 1998.  The charge  will be
incurred as a result of  severance  expenses  resulting  from a reduction in its
workforce of approximately seven percent (35 employees). This charge will reduce
third quarter 1998 diluted  earnings per share by  approximately  $.04.  Metrika
Systems  estimates that these actions will result in 1999  operating  savings of
approximately $1.4 million.

Item 7.     Financial Statements, Pro Forma Financial Information and Exhibits

      (a)    Financial Statements of Business Acquired: not
            applicable.

      (b)   Pro Forma Financial Information: not applicable.

      (c)   Exhibits: not applicable.




<PAGE>


                                    SIGNATURE



      Pursuant to the  requirements of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized, on this 29th day of September, 1998.



                                          METRIKA SYSTEMS CORPORATION



                                          By:/s/ Kenneth J. Apicerno
                                             Kenneth J. Apicerno
                                             Treasurer









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