AMERICAN BANKNOTE CORP
8-K, 1997-12-12
COMMERCIAL PRINTING
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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): December 12, 1997



                          AMERICAN BANKNOTE CORPORATION
- --------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)

                                    DELAWARE
- --------------------------------------------------------------------------------
                 (State or Other Jurisdiction of Incorporation)

       1-3410                                              13-0460520
- -------------------------                 -------------------------------------
 (Commission File Number)                 (I.R.S. Employer Identification No.)


 200 PARK AVENUE, NEW YORK, N.Y.                            10166-4999
- ------------------------------------------               -----------------------
(Address of Principal Executive Offices)                     (Zip Code)


                                 (212) 557-9100
- --------------------------------------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)



          (Former Name or Former Address, if Changed Since Last Report)
================================================================================



<PAGE>




Item 5.           Other Events
                  ------------

                  The information set forth in the press release issued
by American Banknote Corporation, attached hereto as Exhibit
99.1, is incorporated herein by reference.


Item 7.           Financial Statements, Pro Forma Financial Statements
                  ----------------------------------------------------
and Exhibits
- ------------
                  (c)      Exhibits

                  99.1 Press release of American Banknote Corporation dated
December 12, 1997.


<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 hereunto duly authorized.

                                           AMERICAN BANKNOTE CORPORATION



                                           By: /s/ Harvey J. Kesner
                                               ----------------------------
                                                   Harvey J. Kesner,
                                                   Executive Vice President and
                                                   General Counsel

Date: December 12, 1997



                                        2


<PAGE>

                                  EXHIBIT INDEX


Item No.
- -------

99.1                       Press release of American Banknote Corporation dated
                           December 12, 1997.



                                        3


NYFS03...:\15\78515\0015\1980\FRM9237L.58E


                                                                    EXHIBIT 99.1

                          American Banknote Corporation
                                 200 Park Avenue
                          New York, New York 10166-4999




Contact:          Jean Marie Young
                  Director - Investor Relations
                  (212) 557-9100 

                                                           FOR IMMEDIATE RELEASE
                                                           ---------------------


          AMERICAN BANKNOTE CORPORATION ANNOUNCES PRIVATE PLACEMENT OF
         UNITS CONSISTING OF $95,000,000 SENIOR SUBORDINATED NOTES WITH
     WARRANTS AND THE EXPIRATION OF ITS TENDER OFFER FOR ITS 11 5/8% SENIOR
                                 NOTES DUE 2002

NEW YORK, NY, December 12, 1997 -- American Banknote Corporation (formerly
United States Banknote Corporation) (NYSE : ABN) today announced that it has
completed a private placement in reliance on Rule 144A of 95,000 Units,
consisting of $95,000,000 aggregate principal amount its 11 1/4% Senior
Subordinated Notes due 2007 and Warrants to Purchase an aggregate of 1,185,790
shares of its Common Stock. Each Unit will consist of $1,000 principal amount of
Notes and one Warrant to purchase 12.482 shares of the Company's Common Stock at
an exercise price of $5.50 per share. Approximately $64.8 million of the
proceeds of the sale will be used to purchase the Company's 11 5/8% Senior Notes
due 2002 at a price of $1,094.47 per validly tendered note pursuant to its
previously announced tender offer and consent solicitation. The remaining
proceeds will be used for general corporate purposes including repaying
outstanding amounts under the Company's revolving credit facility and funding
several pending acquisitions.

Morris Weissman, American Banknote's Chairman and Chief Executive Officer,
commented, "We view this privately placed debt as the beginning of a
multi-phased refinancing whereby we have converted senior debt to subordinated
debt. As a second phase, we are currently exploring refinancing our Austrailian
debt to further increase our flexibility."

Chase Securities Inc., Bear, Stearns & Co. Inc., NationsBank Montgomery
Securities, Inc. and Societe Generale Securities Corporation served as Initial
Purchasers in connection with the Rule 144A Offering.

This press release shall not constitute an offer to sell or the solicitation of
an offer to buy, nor shall there be an offer or sale of the securities in the 
proposed offering in any state in which such offer, solicitation or sale would 
be unlawful prior to registration or qualification under the securities laws of
any such state.  

                                      #####




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