AMERICAN BANKNOTE CORP
8-K, 1999-01-22
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): January 19, 1999



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


                                    DELAWARE
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                 (State or Other Jurisdiction of Incorporation)

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

  410 PARK AVENUE, NEW YORK, N.Y.                     10022-4407
- ------------------------------------    -----------------------------------
 (Address of Principal Executive Office)               (Zip Code)

                               (212) 593-5700
  ---------------------------------------------------------------------------
            (Registrant's Telephone Number, Including Area Code)


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

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<PAGE>


                                                                         Page  2


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 January 19,
          1999.


                                    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: //Patrick D. Reddy
                                                -----------------------------
                                                Patrick D. Reddy,
                                                Vice President




Date: January 21, 1999


                                        2



<PAGE>


                                                                          Page 3

                                  EXHIBIT INDEX


Item No.

99.1 Press release of American Banknote Corporation dated January 19, 1999.



                                        3




                                                                         Page  4

                                                                    EXHIBIT 99.1
                     American Banknote Corporation
                            410 Park Avenue
                     New York, New York 10022-4407

Contact:  Jean Marie Young
          Director - Investor Relations
          (212) 593-5700

                                              FOR IMMEDIATE RELEASE

                          AMERICAN BANKNOTE CORPORATION
               TO RESTATE REVENUES FOR THE SECOND QUARTER OF 1998
            AND NET INCOME FOR THE SECOND AND THIRD QUARTERS OF 1998
                  RELATING TO ITS FORMER HOLOGRAPHIC SUBSIDIARY

NEW YORK, January 19, 1999 - American Banknote Corporation  (NYSE:ABN) announced
today that its former wholly-owned  subsidiary,  American Bank Note Holographics
(NYSE:ABH), which was sold effective July 20, 1998 in a public offering made the
following announcement:

                                 ---------

     "American Bank Note  Holographics  announced today that its Audit Committee
     has retained Kramer Levin Naftalis & Frankel LLP, as special legal counsel,
     and  Deloitte  &  Touche  LLP,  its  auditors,   to   investigate   certain
     transactions during the second and third quarters of 1998 which resulted in
     the inappropriate recognition of revenue during such quarters.

     Based upon currently available  information  resulting from the in-progress
     audit of the Company's  financial  statements,  sales and net income of the
     Company have been  over-stated  for the second and third  quarters of 1998.
     These  over-statements may be material and will require restatements of the
     Company's financial statements for such periods. Since the investigation is
     in a  preliminary  stage,  the Company  cannot  estimate  the amount of any
     adjustments or changes to its financial  statements  that will be required.
     Revised  financial  statements  will  be  issued  upon  completion  of  the
     investigation.  The Company indicated that the results of the investigation
     could  impact  future  results  of  operations.  Additionally,  based  upon
     available information, the Company expects that revenues and net income for
     the  fourth  quarter of 1998 will be  significantly  lower than that of the
     fourth quarter of 1997."

                                   ---------

American  Banknote  Corporation  believes that,  based upon currently  available
information, the Holographics restatement will result in a decrease in operating
income of ABN for the second  quarter of 1998 with a  corresponding  increase in
the gain on sale of subsidiary in the 1998 third quarter. Additionally, reported
revenues  for the  second  quarter  of 1998  will  decrease  as a result of this
restatement. Revised consolidated financial statements of ABN for the second and
third quarters of 1998 will be issued upon the  completion of the  investigation
by Holographics' Audit Committee, discussed above.

                                     (more)



<PAGE>


                                                                          Page 5

                                                                               2


Morris Weissman, Chairman and CEO, said "While this restatement does not involve
ongoing businesses at American Banknote Corporation, I am extremely disappointed
regarding  the events at American  Bank Note  Holographics,  and am committed to
resolving the situation as expeditiously as possible."

American  Banknote  Corporation  is a leading  global  full-service  provider of
secure  transaction  solutions in carefully  selected  markets along three major
product  groups:  Transaction  Cards &  Systems,  Printing  Services  & Document
Management,  and Security Printing  Solutions.  A combined strategy of operating
along product lines and constant expansion of transaction  activities  worldwide
reflects the rapidly changing field of electronic commerce.

Statements   about  future   results   made  in  this  release  may   constitute
forward-looking   statements  within  the  meaning  of  the  Private  Securities
Litigation   Reform  act  of  1995.   These  statements  are  based  on  current
expectations  and the current  economic  environment.  The Company cautions that
these statements are not guarantees of future performance. They involve a number
of risks and uncertainties  that are difficult to predict.  Actual results could
differ  materially  from  those  expressed  or  implied  in the  forward-looking
statements.  Important  assumptions and other important factors that could cause
actual results to differ materially from those in the forward-looking statements
are specified in the Company's Annual Report on Form 10-K and quarterly  reports
on Form 10-Q on file with the Securities and Exchange Commission.


                                      ####


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