CHECKPOINT SYSTEMS INC
8-K, 1998-11-04
COMMUNICATIONS EQUIPMENT, NEC
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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):  October 26, 1998

 
                       CHECKPOINT SYSTEMS, INC.
   -----------------------------------------------------------------
      (Exact Name of Registrant as Specified in Its Charter)
 
                          Pennsylvania
   -----------------------------------------------------------------
          (State or Other Jurisdiction of Incorporation)

       1-11257                           22-1895850
   -------------------------    --------------------------------------
   (Commission File Number)    (I.R.S. Employer  Identification Number)

      101 Wolf Drive, Thorofare, New Jersey               08086
      ------------------------------------------------------------
      (Address of Principal Executive Offices          (Zip Code)

                           609-848-1800
          ----------------------------------------------------
          (Registrant's Telephone Number, Including Area Code)
                                                  
     -------------------------------------------------------------
     (Former Name or Former Address, if Changed Since Last Report)

                              
<PAGE>


ITEM 5.  OTHER EVENTS

         On October 26, 1998, the Registrant issued a press release announcing
that its board of directors authorized up to $20 million to repurchase
additional outstanding common stock.  The stock will be repurchased in the
open market or in other transactions pursuant to SEC Rule 10b-18.  A copy of
the press release is attached hereto as Exhibit 99.1 and is incorporated
herein by reference. 


         
ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

         (a)  Financial Statements - None

         (b)  Pro forma Financial Information - None

         (c)  Exhibits

              99.1 -- Press Release issued October 26, 1998



                                               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 hereunto duly authorized.

CHECKPOINT SYSTEMS, INC.                Dated:  November 4, 1998


/s/Jeffrey A. Reinhold
Vice President - Finance,
Chief Financial Officer and
Treasurer

                                   -2-

                   
<PAGE>

                              EXHIBIT INDEX
                              -----------------------

EXHIBIT NO.                         DESCRIPTION OF EXHIBITS
- -----------                         ---------------------------------------
   99.1                             Press Release issued October 26, 1998

                           

                                           -3-
<PAGE>


Exhibit 99.1

                          CONTACT:  Checkpoint Systems, Inc.
                                    Jeffrey A. Reinhold
                                    Chief Financial Officer
                                    (609) 848-1800
                         
                                    Investor Relations:
                                    Donna Stein, Cindy Reid, Valerie Carmello
                                    Morgan-Walke Associates, Inc.
                                    (212) 850-5600

                                    Press Contacts:
                                    Jeff Siegel/Claudia Moscarella
                                    Morgan-Walke Associates, Inc.
                                    (212) 850-5600

                              
         CHECKPOINT SYSTEMS ANNOUNCES STOCK REPURCHASE PROGRAM

THOROFARE, NJ, October 26, 1998 - Checkpoint Systems, Inc. (NYSE:CKP) today
announced that its Board of Directors has authorized up to $20 million to
repurchase additionaloutstanding Common Shares.  The timing of repurchases
and number of shares actually purchased will depend on a variety of factors
including price and other market conditions.  This authorization follows the
completion of the April, 1997 authorization to purchase up to 10% of
the outstanding Common Shares of the Company's stock.  Checkpoint currently
has approximately 32.0 million basic shares outstanding.

Kevin P. Dowd, President and Chief Executive Officer, commented, "Our decision
to continue our stock repurchase demonstrates confidence in the value of our
business, as well as representing an excellent long-term investment for
Checkpoint."

Checkpoint Systems, Inc., located in Thorofare, New Jersey, is a leading
provider of integrated security solutions to retailers. More than 350,000
Checkpoint RF EAS systems are installed worldwide. Checkpoint Systems, Inc.'s
website is located at www.checkpointsystems.com. 

Safe Harbor Statement
This presentation may include information that could constitute
forward-looking statements made pursuant to the safe harbor provision of the
Private Securities Litigation Reform Act of 1995. Any such forward-looking
statements may involve risk and uncertainties that could cause actual
results to differ materially from any future results encompassed within the
forward-looking statements. Factors that could cause or contribute to such
differences include those matters disclosed in the Company's Security and
Exchange Commission filings. 

                           # # #

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