<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                   FORM 10-K/A
                                 Amendment No. 1

[X]      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

                   For the fiscal year ended December 31, 2004

                                       OR

[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

           For the transition period from ____________ to ____________

                         Commission File Number: 1-3410

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

                          AMERICAN BANKNOTE CORPORATION
             (Exact name of registrant as specified in its charter)

           Delaware                                              13-0460520
(State or other jurisdiction of                               (I.R.S. Employer
 Incorporation or organization)                              Identification No.)

560 Sylvan Avenue, Englewood Cliffs, New Jersey                     07632
   (Address of principal executive offices)                       (Zip Code)

       Registrant's telephone number, including area code: (201) 568-4400

        Securities registered pursuant to Section 12(b) of the Act: None

           Securities registered pursuant to Section 12(g) of the Act:

Title of each class:                        Name of exchange on which registered

Common Stock, par value $.01 per share                   OTC-BB
Series 1 Warrants                                        OTC-BB
Series 2 Warrants                                        OTC-BB

    Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]

    Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]

         Indicate by check mark whether the registrant is an accelerated filer
(as defined in Exchange Act Rule 12b-2). Yes [ ] No [X]

    The aggregate market value of the registrant's common stock held by
non-affiliates of the registrant on June 30, 2004, the last day of the
registrant's most recently-completed second fiscal quarter, was $235,376, based
upon the average bid and asked price of such common stock as reported by the OTC
Bulletin Board. For purposes of this calculation, only executive officers and
directors are deemed to be affiliates of the registrant.

    Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes [X] No[___]

    As of April 29, 2005, 11,770,815 shares of the registrant's common stock
were outstanding.

                      Documents incorporated by reference:
                                      None

    All capitalized terms used but not defined herein shall have the meanings
set forth in the Registrant's Annual Report on Form 10-K, dated April 13, 2005,
for the year ended December 31, 2004.

    The Registrant hereby amends its Annual Report on Form 10-K, dated April 13,
2005, for the year ended December 31, 2004 by adding the following Items 11, 12
and 13 of Part III thereto.


                                       1
<PAGE>


                                    PART III


ITEM 11. EXECUTIVE COMPENSATION.

                    COMPENSATION OF NAMED EXECUTIVE OFFICERS

    The table below contains information about the annual and long-term
compensation for services rendered in all capacities for the three years ended
December 31, 2004, 2003 and 2002 for the Chief Executive Officer and each of the
four other most highly compensated executive officers of American Banknote
Corporation (the "Parent") as of December 31, 2004 whose salary and bonus
together exceeded $100,000 in 2004. These persons are sometimes referred to as
the "named executive officers."

<TABLE>
                                                    Summary Compensation Table

                                        ANNUAL COMPENSATION                    AWARDS                    PAYOUTS
                                -----------------------------------    -----------------------   ----------------------
                                                                                                            ALL OTHER
                                                       OTHER ANNUAL    RESTRICTED   SECURITIES    LTIP     COMPENSATION
NAME AND PRINCIPAL              SALARY      BONUS      COMPENSATION      STOCK      UNDERLYING   PAYOUTS   ($)(2)(3)(4)
     POSITION           YEAR      ($)        ($)         ($) (1)        AWARD(S)   OPTIONS/SARS    ($)         (i)
        (a)              (b)      (c)        (d)           (e)            (f)           (g)        (h)

<S>                     <C>     <C>        <C>           <C>                                                  <C>
Steven G. Singer        2004    502,533    414,610(6)    55,026(7)         --            --         --        7,781
  Chairman and Chief    2003    467,500    233,748(6)    18,795(7)         --            --         --       10,356
  Executive Officer     2002    422,579    294,108(6)    13,396(7)         --       150,000         --       12,086
Sidney Levy             2004    292,312    387,706      175,120(5)         --            --         --           --
  Director and          2003    200,810    280,340      160,331(5)         --            --         --           --
  President Of ABNB     2002    189,786    231,542      161,810(5)         --       125,000         --           --
Patrick J. Gentile      2004    283,800    212,850(6)        --            --            --         --        5,915
  Executive Vice        2003    264,000    132,000(6)    22,699(8)         --            --         --        8,798
  President and         2002    247,064    151,556(6)    22,699(8)         --       125,000         --        8,995
  Chief Financial
  Officer
David M. Kober          2004    166,088     74,739(6)        --            --            --         --        2,429
  Vice President and    2003    154,500     46,350(6)        --            --            --         --        2,136
  General Counsel(9)    2002     52,083     24,505(6)        --            --        25,000         --        1,409
Craig D. Weiner         2004    102,800     30,600(6)        --            --            --         --        1,490
  Acting Treasurer      2003     92,437     19,300(6)        --            --            --         --        1,816
  and Director of
  Financial Reporting
</TABLE>

    (1) With the exception of Mr. Levy, the value of each of the named executive
        officer's perquisites did not exceed the threshold for disclosure
        established under Regulation S-K.

    (2) Amounts shown for 2004 include allocable costs of life insurance for Mr.
        Singer ($6,350), Mr. Gentile ($4,484), Mr. Kober ($1,549) and Mr. Weiner
        ($950) and allocable costs of long term disability for Mr. Singer
        ($1,431), Mr. Gentile ($1,431), Mr. Kober ($880) and Mr. Weiner ($540).

    (3) Amounts shown for 2003 include allocable costs of life insurance for Mr.
        Singer ($7,080), Mr. Gentile ($6,796), Mr. Kober ($1,416) and Mr. Weiner
        ($1,204), and allocable costs of long term disability for Mr. Singer
        ($3,276), Mr. Gentile ($2,002), Mr. Kober ($720) and Mr. Weiner ($612).

    (4) Amounts shown for 2002 include allocable costs of life insurance for Mr.
        Singer ($8,810), Mr. Gentile ($6,993) and Mr. Kober ($992), and
        allocable costs of long term disability for Mr. Singer ($3,276), Mr.
        Gentile ($2,002) and Mr. Kober ($417).

    (5) Amounts payable to Mr. Levy include: (i) payments of $96,000 per year
        in 2004, 2003, and 2002 respectively, pursuant to a Consulting Agreement
        with the Parent and (ii) reimbursement of Mr. Levy's annual school and
        apartment allowances of $79,120 in 2004, $64,331 in 2003 and $65,810 in
        2002. On August 31, 2004, Mr. Levy's existing Consulting Agreement was
        terminated and a new Consulting Agreement with a company owned by Mr.
        Levy was entered into on September 1, 2004 to provide the same level of
        services and at the same compensation level of $96,000 per annum.

    (6) Bonuses payable to Messrs Singer, Gentile, Kober and Weiner pursuant to
        a 2004 and 2003 incentive bonus program, and Messrs Singer, Gentile and
        Kober pursuant to a 2002 incentive bonus program, were approved by the
        Compensation Committee, and based upon objective performance criteria.
        The calculations of the bonus pursuant to such programs with respect to
        2004 were reviewed, approved and paid by the Compensation Committee in
        January 2005, with respect to 2003 were reviewed, approved and paid by
        the Compensation Committee in February 2004, and with respect to 2002
        were reviewed, approved and paid by the Compensation Committee in March
        2003.

    (7) Amounts shown in 2004, 2003 and 2002 represent Mr. Singer's compensation
        for services rendered as a non-employee director of Leigh-Mardon ("LM"),
        the Parent's Australian subsidiary. In April 2004, the Company exited as
        LM's major shareholder and Mr. Singer remained on the board and is
        compensated pursuant to LM's policy as a non-executive director.

    (8) Represent the second and third installments on the loan forgiven by the
        Parent to Mr. Gentile pursuant to his employment arrangement.

    (9) Mr. Kober was named Vice President and General Counsel on May 31, 2002
        and served on a part-time basis until the end of 2002 whereupon he
        assumed full time duties for his position commencing 2003.

                    OPTION/SAR GRANTS IN THE LAST FISCAL YEAR

    No options or stock appreciation rights ("SARS") were granted in 2003.

    Under the December 1999 Plan of Reorganization, the Parent was authorized to
issue Management Incentive Options to certain employees and consultants of the
reorganized Parent and its subsidiaries, following the October 2002 Effective
Date, pursuant to the Parent's 2002 Management Incentive Plan (the "Incentive
Plan"). Such Management Incentive Options permitted recipients to purchase
shares of New Common Stock at an option strike price of $2.50 per share, upon
the terms and conditions set forth in the Incentive Plan. The Incentive Plan
permitted the issuance of Management Incentive Options to purchase up to
1,117,700 shares or approximately 8.1% of the New Common Stock on a fully
diluted basis. Unless otherwise determined by the Board of Directors upon
issuance, the options would have been scheduled to expire on the earlier of (i)
10 years after the initial grant, (ii) 90 days after termination of employment
for any reason other than death, disability, retirement or cause, (iii) one year
after termination of employment by reason of death, disability or retirement or
(iv) termination of employment for cause. On September 12, 2002, the Board of
Directors of the Parent approved a grant of 780,000 Management Incentive Options
to certain key employees. The options vested in three equal annual installments
on December 31, 2002, 2003 and 2004, respectively and were conditioned upon
meeting specific performance goals as set by the Board of Directors.

    Pursuant to the current Plan of Reorganization, options issued pursuant to
the above Incentive Plan were cancelled on April 15, 2005 in accordance with the
Plan's Consummation, and the Parent entered into a new Stock Incentive Plan. The
Stock Incentive Plan is intended to provide incentives to attract, retain and
motivate highly competent persons as officers, non-employee directors and key
employees of the Reorganized Company by providing such persons with incentive
options to acquire shares of New Common Stock of the Reorganized Company.
Additionally, the Stock Incentive Plan is intended to assist in further aligning
the interests of the Reorganized Company's directors, officers, key employees,
and consultants to those of its stockholders. Under the Stock Incentive Plan,
700,000 shares of New Common Stock of the Reorganized Company will be reserved
for issuance. Approval of the Plan constituted approval of the Stock Incentive
Plan. As a result, the Stock Incentive Plan has been adopted as part of the
Plan. Pursuant to the Stock Incentive Plan, all options issued are required to
have an exercise price no less than $85.5 million divided by the total number of
New Common Stock as of the Effective Date of the Plan which is deemed to be the
Bankruptcy Stock Value. Similarly, any Restricted Shares to be issued under the
Stock Incentive Plan are required to be issued at a price no less than the
Bankruptcy Stock Value. Individual awards under the Stock Incentive Plan have
not yet been granted.

    No stock options or SARs were granted to or exercised by the named executive
officers during 2004, 2003 and 2001. The following table sets forth for each of
the named executive officers: (a) the number of shares of Common Stock acquired
upon the exercise of options during 2004; (b) the value realized from options
exercised during 2004; (c) the number of options held as of December 31, 2004,
both exercisable and unexercisable; and (d) the value of such options as of that
date.

<TABLE>
             AGGREGATED OPTION/SAR EXERCISES IN LAST FISCAL YEAR AND
                            FY-END OPTION/SAR VALUES

                                            NUMBER OF SECURITIES
                                           UNDERLYING UNEXERCISED          VALUE OF UNEXERCISED
                                              OPTIONS/SARS AT          IN THE-MONEY OPTIONS/SARS AT
                    SHARES                  FISCAL YEAR END (#)            FISCAL YEAR END ($)
                 ACQUIRED ON    VALUE       -------------------            -------------------
                   EXERCISE   REALIZED
      NAME             (#)       ($)      EXERCISABLE   UNEXERCISABLE    EXERCISABLE   UNEXERCISABLE
                  -------------------- -------------------------------------------------------------
<S>                                        <C>
Steven G. Singer       --        --        150,000            --            --             --
Sidney Levy            --        --        125,000            --            --             --
Patrick J. Gentile     --        --        125,000            --            --             --
David M. Kober         --        --         25,000            --            --             --
Craig D. Weiner        --        --         10,000            --            --             --
</TABLE>

              LONG TERM INCENTIVE PLANS AWARDS IN LAST FISCAL YEAR

    No LTIP awards were made to any of the named executive officers during the
fiscal year ended December 31, 2004.

    In March 2002, the Compensation Committee adopted a long term management
incentive program called the Equity and Cash Improvement Program, ("ECIP"). The
purpose of the ECIP is to more closely align the interests of certain executive
officers, the Parent's local management team and certain consultants with those
of the Parent's stockholders. Under the ECIP, objective bonus criteria have been
established, based upon specific calculable performance targets within four
categories of transactions: (a) acquisitions, mergers or joint ventures
requiring little cash investment; (b) sale of assets or subsidiaries; (c) equity
creation by debt buy-in; and (d) equity investment.

    The Compensation Committee identified the above transactions for the purpose
of establishing three priorities following the Company's reorganization: (1)
operating, maintaining and managing returns from the Parent's existing business
units; (2) generating substantial cash for the purpose of reducing the principal
amount of its public and subsidiary level indebtedness; and (3) realizing
long-term value for all stakeholders through strategic transactions that do not
require significant cash investment.

                              EMPLOYMENT AGREEMENTS

    Mr. Steven G. Singer was appointed Chief Executive Officer and Chairman of
the Board of Directors on November 21, 2000, and serves pursuant to an
employment agreement with the Parent with an initial term ending on April 1,
2004. Initially, in November 2000, the Parent's agreement with Mr. Singer
provided for a base rate of $180,000 per annum and did not require his services
full time. During early 2001, it was determined that Mr. Singer's services were
required full time, and an employment agreement was entered into as of April 1,
2001, with an initial base salary of $390,000 per annum. In March 2002, the
Compensation Committee increased Mr. Singer's base salary to $425,000 per annum.
In January 2003, the Compensation Committee increased Mr. Singer's base salary
to $467,500 per annum. In January 2004, the Compensation Committee increased Mr.
Singer's base salary to $502,533 per annum. Mr. Singer's employment agreement is
subject to automatic two-year extensions, unless advance notice of non-renewal
is given. The agreement provides for his engagement as Chairman of the Board and
Chief Executive Officer of the Parent and each of its major operating
subsidiaries.

    In the event Mr. Singer's employment with the Parent is terminated or not
renewed by the Parent other than for cause or is terminated by Mr. Singer for
"good reason" (as defined in the employment agreement), Mr. Singer is entitled
to receive a lump sum payment equal to three years of the base salary in effect
on the date of termination, and the continuation of medical, dental, life and
other insurance coverage called for in the agreement for a period of three
years. In addition, all stock options that may be issued to Mr. Singer will
become vested and exercisable. The agreement also provides that each year, the
Compensation Committee of the Board of Directors shall establish a bonus plan
based on achievement of specified performance targets. The target bonus amount
is 50% of base salary in 2001 and 2002 and 55% in 2003 and 2004, based upon 100%
achievement of the performance targets established. The bonus plan also includes
provisions for payment of a range of bonus amounts, both above (up to 75% of
base salary) and below the target bonus amount, depending upon actual
performance relative to the specified performance targets, and requires, at a
minimum, that 85% of such performance targets be achieved for any partial bonus
to be paid. The target bonus program for Mr. Singer for 2004 remained unchanged
from 2003 and 2002.

    Mr. Sidney Levy serves pursuant to an employment agreement with American
Bank Note Company Grafica e Servicos Ltda, the Parent's 77.5% owned Brazilian
subsidiary. The term of the agreement, as amended, ends on January 1, 2008. Mr.
Levy's employment agreement is subject to an automatic two year extension,
unless advance notice of non-renewal is given. The agreement provides for his
engagement as President and General Manager of ABNB and a base salary determined
in local currency and adjusted for inflation plus an additional fixed amount of
$48,000 per annum. The US Dollar equivalent for the year ended December 31, 2004
was approximately $292,312. In addition, for 2002, 2003 and 2004, Mr. Levy
participated in a target bonus plan at ABNB pursuant to which he became eligible
for a performance bonus based upon criteria established by the Parent. In the
event his current employment agreement is not renewed, Mr. Levy will be entitled
to enter into a two-year consulting agreement with ABNB at an annual rate not
lower than one half of his then annual base salary. In the event Mr. Levy's
employment is terminated other than for cause, or is terminated by Mr. Levy for
"good reason" or as a result of a "change in control" (as defined in the
agreement), then he will be entitled to receive a severance payment equal to
twice his then annual base salary, (plus any accrued incentive bonus), as well
as a continuation of medical benefits and pension fund contributions for a two
year period.

    The Parent also has a Consulting Agreement entered into on September 1, 2004
with a company owned by Mr. Levy, the term of which ends on December 31, 2007.
The agreement provides for Mr. Levy's company to assist and advise the Parent in
its business affairs, and to keep it aware of business opportunities and changes
in the business environment that may impact the Parent's interests. Mr. Levy's
company receives $96,000 per annum for these consulting services. Unless either
the Parent or Mr. Levy's company gives notice of its intention not to renew
within sixty days of the end of the term, the Consulting Agreement shall
automatically renew for an additional two year term. In the event that the
Company fails to renew the Consulting Agreement or terminates Mr. Levy's company
other than for cause, then Mr. Levy's company shall receive a lump sum payment
equal to two years of annual consulting fees.

    Under a separate agreement dated December 12, 2001, ABNB agreed to an
incentive bonus arrangement with Mr. Levy, which would entitle Mr. Levy to a
cash bonus based upon a success formula in the event that ABNB is sold by the
Parent during Mr. Levy's employment as President of ABNB.

    Mr. Patrick J. Gentile serves as Executive Vice President and Chief
Financial Officer, pursuant to a letter agreement with the Parent dated January
29, 1999, and an additional agreement dated November 13, 2000. The letter
agreement provided for a base compensation of $185,000 per annum, which was
increased by the Board of Directors to $220,000 per annum effective November 15,
2000. In March 2002, the Compensation Committee increased Mr. Gentile's salary
to $240,000 per annum effective retroactively to January 1, 2002. In January,
2003, the Compensation Committee increased Mr. Gentile's salary to $264,000 per
annum. In January 2004, the Compensation Committee increased Mr. Gentile's
salary to $283,800 per annum. In the event that his employment is terminated by
the Parent for any reason other than "For Cause," as defined in the letter, or
at his initiative, the Parent will continue his salary for two years with
benefits or, at his option, pay him a lump sum equal to two years of the base
salary in effect on the date of termination, without benefits. The agreement
also provides that Mr. Gentile will participate in any Compensation Committee
approved incentive bonus program at a target bonus level commensurate with other
senior managers of the Company. For the year 2001, the Parent established a
bonus plan for Mr. Gentile based on achievement of specified performance
targets. The target bonus amount was 45% of base salary, based upon 100%
achievement of the performance targets established. The bonus plan also included
a provision for payment of a range of bonus amounts, both above (up to 67.5% of
base salary) and below the target bonus amount, depending upon actual
performance relative to the specified performance targets, and required, at a
minimum, that 85% of such performance targets be achieved for any partial bonus
to be paid. The target bonus program for Mr. Gentile for 2002 remained unchanged
from 2001. In 2003, the target bonus percentage was raised from 45% to 50% of
base salary and remained at that level in 2004. The bonus plan for 2003 included
a provision for payment of a range of bonus amounts (up to 75% of base salary)
and below the target bonus amount, depending upon actual performance relative to
the specified performance targets, and required, at a minimum, that 85% of such
performance targets be achieved for any partial bonus to be paid.

    Mr. David M. Kober serves as Vice President and General Counsel, effective
May 31, 2002. For the years 2004, 2003 and 2002, the Parent established a bonus
plan for Mr. Kober based on achievement of specified performance targets. The
target bonus amount was 30% of base salary, based upon 100% achievement of the
performance targets established. The bonus plan also included a provision for
payment of a range of bonus amounts, both above (up to 45% of base salary) and
below the target bonus amount, depending upon actual performance relative to the
specified performance targets, and required, at a minimum, that 85% of such
performance targets be achieved for any partial bonus to be paid. In 2002, Mr.
Kober's bonus was prorated for his partial year of service.

    Mr. Craig D. Weiner serves as Acting Treasurer and Director of Financial
Reporting, effective September 5, 2002. For the years 2004 and 2003, the Parent
established a bonus plan for Mr. Weiner based on achievement of specified
performance targets. The target bonus amount was 20% of base salary, based upon
100% achievement of the performance targets established. The bonus plan also
included a provision for payment of a range of bonus amounts, both above (up to
30% of base salary) and below the target bonus amount, depending upon actual
performance relative to the specified performance targets and required, at a
minimum, that 85% of such performance targets be achieved for any partial bonus
to be paid. In 2002, Mr. Weiner's base salary and bonus were below the threshold
of required disclosure established under Regulation S-K.


                                 RETIREMENT PLAN

    Effective April 1, 1994, the Board of Directors approved a supplemental
retirement plan for certain executives and management employees of the Parent
(the "SERP"). In general, the SERP provides that a participant retiring at age
65 will receive a monthly retirement benefit equal to an amount determined, in
the case of the Parent's retired senior executives, and including current
executives Mr. Singer and Mr. Gentile, by multiplying the participant's "final
average compensation" (as defined in the SERP) by a percentage equal to 3% for
each of the first ten years plus 1.5% for each of the next twenty years of
service, or for junior level executives, by a percentage equal to 2% for each of
the first ten years, 1.5% for each of the next ten years and 1% for each of the
next ten years. The result of the computation is decreased by a participant's
Social Security benefits and any amounts available from the participant's
pension or profit sharing plan from the Parent or its predecessors. The
retirement income is to be paid at normal or deferred retirement dates for life
only with the appropriate actuarial reduction of a joint and survivor election.
Early retirement benefits are available with a reduction of 2% for each year
less than age 62. No benefit will be provided prior to a participant achieving
age 55 and 10 years of service. All participants will receive credit for past
service to the Parent or any of its wholly owned subsidiaries. Compensation in
excess of $506,843 as of April 1, 2003 (increased by 6% on each plan anniversary
date), will not be considered when calculating plan benefits.

    The following table shows the estimated annual benefit payable to employees
in various compensation and years of service categories based upon the senior
executive accrual rates. The estimated benefits apply to an employee retiring at
age sixty-five in 2002 who elects to receive his or her benefit in the form of a
single life annuity. These benefits would be reduced by any benefits
attributable to the Parent's (and its predecessor's) contributions (and the
earnings thereon) to pension and/or profit sharing plans and social security.

                               PENSION PLAN TABLE

                                  YEARS OF SERVICE
FINAL AVERAGE  ----------------------------------------------------
COMPENSATION       10         15         20         25        30
-------------  ---------- ---------  ---------  --------  ---------
$ 125,000      $  37,500  $  46,875  $  56,250  $ 65,625  $  75,000
  150,000         45,000     56,250     67,500    78,750     90,000
  175,000         52,500     65,625     78,750    91,875    105,000
  200,000         60,000     75,000     90,000   105,000    120,000
  225,000         67,500     84,375    101,250   118,125    135,000
  250,000         75,000     93,750    112,500   131,250    150,000
  300,000         90,000    112,500    135,000   157,500    180,000
  400,000        120,000    150,000    180,000   210,000    240,000
  506,843        152,053    190,065    228,079   266,093    304,106

    The Parent has a noncontributory supplemental executive retirement plan
("SERP") for certain senior management employees. Benefits under the
noncontributory plan are based on years of service and average final
compensation, as defined. The plan is unfunded and benefits are paid from the
assets of the Parent.

         SERP SETTLEMENTS

    In May 2004, the Parent renegotiated the terms of its SERP with Morris
Weissman, the Company's former Chairman and CEO. Under the terms of the
settlement, Mr. Weissman agreed to forego his annual SERP payment of $297,000
per year for the following: (i) a lump sum one-time cash payment of $235,000;
(ii) a reduced annual benefit in the amount of $196,000 per year from January
2005 to June 2011; (iii) a further reduced annual benefit in the amount of
$144,000 per year commencing July 2011 and continuing until Weissman's death
(unless he is survived by his current spouse, in which case the payments will
continue to her until her death); (iv) a twenty five percent partial funding of
Weissman's medical and dental insurance premiums through August 2006 and (v) an
extension on the forgiveness of Weissman's corporate loan through December 31,
2012.

    In the fourth quarter of 2004, the Company settled all other SERP
participant claims in an amount equal to one year of SERP benefits, with the
exception of Sheldon Cantor who on the Effective Date of the Plan received in
full satisfaction, settlement, release and discharge of and in exchange for such
claim an amount equal to approximately $25,000 or one year of SERP benefits.
Separate from this claim, the Company and Mr. Cantor on the Effective Date
agreed to enter into a five year consulting agreement with Mr. Cantor at $25,000
per annum payable in advance to perform consulting services for the Company. On
April 17, 2005, Mr. Cantor passed away, and as a result his consulting agreement
accelerated such that within forty five days of his death his estate will
receive a payment of $125,000 which represents the entire amount owed to him
under his consulting agreement.

                 DIRECTOR COMPENSATION AND CONSULTING CONTRACTS

    In November 2000, the Board of Directors elected Mr. Gerald Goldsmith as
Chairman Emeritus of the Board and he became a consultant to the Parent, at the
rate of $10,000 per month, subject to Compensation Committee ratification. In
July 2001, the Parent and Mr. Goldsmith agreed to terminate Mr. Goldsmith's
consulting fees. Mr. Goldsmith was awarded a participation in the Company's
restructuring bonus pool at a $100,000 level, which was fully paid over a
36-month period commencing in January 2001 and ending December 31, 2003.

    On the April 15, 2005 Consummation Date, Mr. Goldsmith retired from the
Board of Directors. In accordance with his exit from the board, the Parent paid
Mr. Goldsmith $40,000 for past services which accrued during his tenure on the
board.

    The Parent did not pay Directors' fees and did not (nor does it presently)
provide any Director retirement benefits. In March 2002, the Compensation
Committee ratified a program to pay non-employee director fees retroactive to
January 1, 2002. Under the program, which remains in effect, each non-employee
director receive $12,000 per annum for serving on the Board. The non-employee
directors receive a $250 fee for each formal committee meeting attended limited
to only one fee in the event multiple meetings are held on the same day. An
additional $250 per year fee is received for membership on each committee, with
the exception of $500 per year paid to each committee chairman.

           COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

    During 2004, the Compensation Committee was comprised of Mr. Steele
(Chairman), Mr. Goldsmith and Mr. Van Dyke, none of whom is an employee of the
Company. As discussed above, however, Mr. Goldsmith did serve as a consultant to
the Company for a portion of 2001, and was paid for such consulting services at
a rate of $10,000 per month. In addition, in July 2001, when such consulting
arrangement was terminated, Mr. Goldsmith was awarded a participation in the
Company's restructuring bonus pool at a $100,000 level, which was fully paid
over a 36-month period commencing in January 2001 and ending December 31, 2003.

    On the April 15, 2005 Mr. Goldsmith Consummation Date, Mr. Goldsmith retired
from the Board of Directors and the Compensation Committee.

             COMPENSATION COMMITTEE REPORT ON EXECUTIVE COMPENSATION

    The Parent did not have a Compensation Committee subsequent to the filing of
a petition for reorganization relief under Chapter 11 of the United States
Bankruptcy Code, on December 8, 1999. Subsequent to the confirmation of the 1999
Plan and prior to April 2001, compensation agreements and plans subject to
Compensation Committee action were instead addressed by the full Board of
Directors.

    In April 2001, the Board of Directors established a Compensation Committee
and delegated to the Compensation Committee, among other things, authority over
all compensation and employee benefit matters, including executive and senior
management compensation matters. The committee seeks to balance the interests of
its stockholders and creditors with the Parent's need to attract and retain
effective members of management. As such, the administration of executive and
senior management compensation programs and development of compensation policy
and philosophy fall within the authority of the Compensation Committee. The
Compensation Committee undertakes this role by reviewing and approving
compensation issues for the Parent's executives and senior management. The
Compensation Committee was comprised through the April 15, 2005 Consummation
Date of Mr. Steele (Chairman), Mr. Goldsmith and Mr. Van Dyke, none of whom is
an employee of the Company.

    In January 2005, the Compensation Committee met to review and approve the
actual corporate performance as set forth in the 2004 approved incentive bonus
program. The actual 2004 performance achieved was 134% relative to the specified
performance targets set by the Compensation Committee under the program. At this
level, the management group was entitled to 150% of their target bonus. This
resulted in approved bonus awards as a percentage of base salary and in dollar
amounts, respectively for each of the named executives for the year 2004 as
follows: Mr. Singer - 55% and $414,610, Mr. Gentile - 50% and $212,850 Mr. Kober
- 30% and $74,739 Mr. Weiner - 20% and $30,600. The approved awards were paid in
January 2005.

    Chief Executive Officer Compensation
    ------------------------------------

    The Compensation Committee reviews the compensation arrangement for our
Chief Executive Officer at least annually, typically in the first quarter of the
fiscal year. Mr. Singer's employment agreement has an initial term ending April
1, 2004 and is subject to automatic two-year extensions unless advance notice of
non-renewal is given. The Compensation Committee did not inform Mr. Singer of
non-renewal by written notice thirty days prior to the April 1, 2004 termination
date, and therefore, Mr. Singer's employment agreement was automatically renewed
for a period of two years through April 1, 2006. The terms under Mr. Singer's
employment as more fully described under the heading "Employment Agreements"
provide for the payment of a base salary subject to annual review by the
Compensation Committee and a bonus program based upon specified financial
performance targets. In reviewing Mr. Singer's employment agreement, the
Compensation Committee considers aligning the long-term interests of
stockholders and creditors taking into consideration the fair market value of
the services being provided by Mr. Singer as CEO. The compensation Committee
also reviews other factors, including but not limited to Mr. Singer's individual
performance and contribution to the Company, and competitive pay practices and
incentive awards as compared to comparable companies and Mr. Singer's peers. The
Compensation Committee believes that Mr. Singer provides strong leadership to
the Company and has been instrumental in improving the Company's financial,
operation and strategic position.

    In making its compensation decisions with respect to Mr. Singer, the
Compensation Committee exercised its discretion and judgment based on the above
factors, relying on a balanced review of qualitative factors and quantitative
criteria and results. No specific formula was applied to determine the weight of
each factor. In fiscal 2004, Mr. Singer's contractual base compensation was
$502,533. Mr. Singer was also paid a year end bonus under his employment
agreement of $414,610.

    Compensation Philosophy
    -----------------------

    The fundamental policy of the Compensation Committee is to support the Board
in fulfilling its oversight responsibilities relating to senior management
performance, compensation and succession and to endeavor to align total
compensation for Mr. Singer and the other executives with the long-term
interests of stockholders while at the same time being mindful of the fair
market value for the services being provided by such executives. Therefore, the
compensation package for each executive officer is comprised of three different
elements: (1) base salary which is designed primarily to be competitive with
salary levels in the industry; (2) cash bonuses which reflect the achievement of
measurable quantitative objectives and goals; and (3) long-term incentive plans
which strengthen the mutuality of interest between the executive officers and
our stockholders.

    Factors
    -------

    The principal factors (together with the factors specified above with
respect to Mr. Singer) that the Compensation Committee considered with respect
to each executive officer's compensation for fiscal 2004 are summarized below.
The Compensation Committee may, however, in its discretion, apply entirely
different factors for executive compensation in future years.

    Base Salary
    -----------

    The base salary for each executive officer is specified in his respective
employment agreement and is reviewed annually at the beginning of each year and
was determined on the basis of the following factors: experience, expected
personal performance, the salary levels in effect for comparable positions
within and outside the industry and internal and external base salary
comparability considerations. The weight given to each of these factors differed
from individual to individual, as the Compensation Committee and the board of
directors believed appropriate.

    Bonus
    -----

    Bonus represents the variable component of the executive compensation
program that is tied to the Company's performance. In determining bonuses, the
Compensation Committee considers factors such as relative performance of the
Company during the year as compared to the achievement of specified performance
targets. The target bonus amount for each executive is based upon the
individual's contribution to the Company's performance and the need to attract,
retain and motivate high quality executives.

    Long-Term Incentive Compensation
    --------------------------------

    Long-term incentives are provided through grants of stock options and the
previously discussed Equity and Cash Program ("ECIP"). The grants are designed
to align the interests of each executive officer with those of the stockholders
and provide each individual with a significant incentive to manage the Company
from the perspective of an owner with an equity stake. Each option grant allows
the individual to acquire shares of our common stock at a fixed price per share
over a specified period of time up to ten years. Each option generally becomes
exercisable in installments over a three year period. Therefore, the option
grant will provide a return to the executive officer only if the executive
officer remains employed by the Company during the vesting period, and then only
if the market price of the underlying shares appreciates. The number of shares
subject to each option grant is set at a level intended to create meaningful
opportunity for appreciation based on the executive officer's current position
with the Company, the size of comparable awards made to individuals in similar
positions and the individual's personal performance in recent periods. The
Compensation Committee also considers the number of unvested options held by the
executive officer in order to maintain an appropriate level of equity incentive
for that individual. However, the Compensation Committee does not adhere to any
specific guidelines as to the relative option holdings of our executive
officers.

    With respect to the ECIP, its purpose is to more closely align the interests
of certain executive officers, the Parent's local management team and certain
consultants with those of the Parent's stockholders. Under the ECIP, objective
bonus criteria have been established, based upon specific calculable performance
targets within four categories of transactions: (a) acquisitions, mergers or
joint ventures requiring little cash investment; (b) sale of assets or
subsidiaries; (c) equity creation by debt buy-in; and (d) equity investment.

                               C. Gerald Goldsmith

                                Raymond L. Steele

                               Steven A. Van Dyke

                                PERFORMANCE GRAPH

    The following performance graph compares the Parent's cumulative total
stockholder return from December 31, 1999 through December 31, 2004 to that of
the Media General Composite, a broad equity market index, and a peer group index
selected by the Parent.

    Because the Company is involved in a wide variety of businesses, including
security printing, and credit and telephone cards, and approximately 85% of its
sales are derived from South America and France, no published peer group closely
reflects the Company's overall business or matches the relative contributions of
those businesses to the Company's overall performance. The following companies
have been included in the customized peer group index: Bowne & Co., Inc., Deluxe
Corporation, John H. Harland Co., Moore Corp. and The Standard Register Company.
The customized peer group index assumes an equal investment in each of the
constituent companies' common stock.

    The graph assumes simultaneous $100 investments on December 31, 1999, with
initial valuations based upon stock prices as of the close of the relevant
markets on such date, in the Parent's Common Stock and in each index. The
comparison assumes that all dividends are reinvested. Stock price performances
shown on the graph are not indicative of future price performance. This data was
furnished by Media General Financial Services.

 CUMULATIVE TOTAL RETURN AMONG AMERICAN BANKNOTE CORPORATION, PEER GROUP INDEX,
  AND COMPOSITE BROAD MARKET INDEX FROM DECEMBER 31, 1999 TO DECEMBER 31, 2004

                           [PERFORMANCE GRAPH OMITTED]

<TABLE>

                                    ASSUMES $100 INVESTED ON JAN. 01, 1999
                                          ASSUMES DIVIDEND REINVESTED
                                       FISCAL YEAR ENDING DEC. 31, 2003

                                DEC. 31,   DEC. 31,   DEC. 31,   DEC. 31,   DEC. 31,   DEC. 31,
                                  1999      2000       2001       2002       2003       2004
                                --------   --------   --------   --------   --------   --------
<S>                             <C>        <C>        <C>        <C>        <C>        <C>
American Banknote Corporation   $  100.0   $  80.00   $   8.00   $ 100.00   $ 820.00   $ 260.00
Peer Group Index                $  100.0   $  89.64   $ 143.36   $ 147.33   $ 155.51   $ 158.73
Media General Composite         $  100.0   $  90.27   $  79.93   $  63.49   $  84.52   $  94.81
</TABLE>

Due to the closely held nature of the Company's Common Stock, the cumulative
total return of the Company in the above performance graph is highly speculative
and may not provide a meaningful comparison against the Peer Group Index and the
Media General Composite.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS.

    The following table reflects the equity securities of the Parent
beneficially owned on April 14, 2005, the day before the Plan Consummation by
(i) each director of the Parent, (ii) each of the executive officers as set
forth above in the Summary Compensation Table, (iii) all directors and executive
officers as a group and (iv) each other person known by the Parent to own more
than 5% of any class of equity securities of the Parent. The address of each
director and executive officer is c/o American Banknote Corporation, 560 Sylvan
Avenue, Englewood Cliffs, New Jersey 07632.

                                                    AMOUNT AND    PERCENTAGE OF
        CLASS                   NAME OF              NATURE OF        CLASS
         OF                   BENEFICIAL            BENEFICIAL    BENEFICIALLY
        TITLE                    OWNER           OWNERSHIP (1)(2)     OWNED
--------------------  -------------------------- ---------------- -------------
Common Stock          James Dondero (3)               2,012,576       16.0%
                      C. Gerald Goldsmith                    23          *
                      Sidney Levy                       125,424          *
                      Lloyd I. Miller III (4)           837,205        6.4%
                      Steven G. Singer (5)            2,313,690       18.4%
                      Raymond L. Steele                       -        0.0%
                      Steven A. Van Dyke (6)          5,187,253       41.3%
                      Patrick J. Gentile                125,471          *
                      David M. Kober                     25,000          *
                      Craig D. Weiner                    10,000          *
                                                   ------------      -------
                      All directors and
                      executives officers
                      as a group (10 persons)        10,636,642       84.7%
Series 1 Warrants     James Dondero (3)                       -        0.0%
                      C. Gerald Goldsmith                     8          *
                      Sidney Levy                           144          *
                      Lloyd I. Miller III (4)            11,948        3.8%
                      Steven G. Singer (5)                9,695        3.1%
                      Raymond L. Steele                       -        0.0%
                      Steven A. Van Dyke (6)             39,421       12.7%
                      Patrick J. Gentile                    160          *
                      David M. Kober                          -        0.0%
                                                   ------------      -------
                      All directors and
                      executives officers
                      as a group (10 persons)            61,376       19.7%
Series 2 Warrants     James Dondero (3)                       -        0.0%
                      C. Gerald Goldsmith                     8          *
                      Sidney Levy                           144          *
                      Lloyd I. Miller III (4)            11,948        3.8%
                      Steven G. Singer (5)                9,695        3.1%
                      Raymond L. Steele                       -        0.0%
                      Steven A. Van Dyke (6)             39,421       12.7%
                      Patrick J. Gentile                    160          *
                      David M. Kober                          -        0.0%
                                                   ------------      -------
                      All directors and
                      executives officers
                      as a group (10 persons)            61,376       19.7%

    (1) Unless otherwise indicated, each stockholder has sole investment and
        voting power.

    (2) Beneficial ownership includes Common Stock issuable upon exercise of
        stock options that were exercisable up until the April 15, 2005 date of
        Plan consummation for the following executive officers: Mr.
        Levy--125,000 shares; Mr. Singer--150,000 shares; Mr. Gentile--125,000
        shares, Mr. Kober-- 25,000 shares Mr. Weiner 10,000 shares; and all
        directors and executive officers as a group (11 persons)--440,000 shares
        in the aggregate. These stock options were

    (3) Mr. Dondero may be deemed to beneficially own these securities due to
        his majority ownership of Highland Capital Management, L.P., which acts
        as the Investment Advisor for Prospect Street High Income Portfolio,
        Inc., a closed end mutual fund which directly holds all of these
        securities.

    (4) Mr. Miller directly holds 11,008 shares of New Common Stock, as well as
        3,742 of the Series 1 Warrants, and 3,742 of the Series 2 Warrants. Mr.
        Miller is the manager of Milfam LLC, an Ohio limited liability company
        which is the managing general partner of Milfam I, L.P., and Milfam II,
        L.P., both Georgia limited partnerships. Milfam I, L.P. directly holds
        503,752 shares of New Common Stock, as well as 209 of the Series 1
        Warrants, and 209 of the Series 2 Warrants. Milfam II, L.P. directly
        holds 353 shares of New Common Stock, as well as 62 of the Series 1
        Warrants, and 62 of the Series 2 Warrants. Mr. Miller is the advisor to
        Trust A-4 and Trust C, which were created pursuant to an Amended and
        Restated Trust Agreement dated September 20, 1983. Trust A-4 directly
        holds 322,016 shares of New Common Stock, as well as 7,909 Series 1
        Warrants, and 7,909 Series 2 Warrants. Trust C directly holds 76 shares
        of New Common Stock, as well as 26 of the Series 1 Warrants, and 26 of
        the Series 2 Warrants.

    (5) These securities are held directly by Castor Investments, L.L.C., whose
        owners are family members and entities whose beneficiaries are family
        members of Mr. Singer, and for which Mr. Singer acts as Manager.

    (6) These securities include 282 shares of New Common Stock, 95 Series 1
        Warrants, and 95 Series 2 Warrants that are held directly by Mr. Van
        Dyke. These securities also include 2,272 shares of New Common Stock,
        773 Series 1 Warrants, and 773 Series 2 Warrants owned by a trust named
        Steven & Ann Van Dyke JTWROS, for which Mr. Van Dyke is the sole
        Trustee. The balance of the securities--5,184,699 shares of New Common
        Stock, 38,553 Series 1 Warrants, and 38,553 Series 2 Warrants, are held
        directly by Bay Harbour Management, L.C. ("Bay Harbour"), a Florida
        limited company and a registered investment adviser under the Investment
        Advisers Act of 1940, as amended, for which Mr. Van Dyke acts as
        Managing Principal. Bay Harbour holds these shares for the account of
        eight private investment funds. Mr. Van Dyke disclaims beneficial
        ownership of the securities held by Bay Harbour, and nothing herein
        shall be deemed an admission that Mr. Van Dyke is the beneficial owner
        of those securities.

    The four large beneficial owners, Messrs. Dondero, Miller, Van Dyke and
Singer, effective as of the April 15, 2005 Plan Consummation owned approximately
71% of the total Senior Note issuance which was converted into approximately
62.5% in New Common Stock on a fully diluted basis pursuant to the Plan. In
addition, these beneficial owners agreed to an Exit Financing Agreement, whereby
on the Consummation Date they agreed to transfer $16 million of proceeds to the
Reorganized Company in return for approximately 17.5% of the ownership of the
Reorganized Company on a fully diluted basis. As a result of the above, on the
Consummation Date, the beneficial owners hold approximately 79% of the
Reorganized Company on a fully diluted basis.

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS.

    The following table represents compensation plans under which equity
securities of the registrant were authorized for issuance as approved by
security holders pursuant to the Plan. There were no equity compensation plans
not previously approved by security holders.

<TABLE>
                      EQUITY COMPENSATION PLAN INFORMATION

                                                                           NUMBER OF SECURITIES
                             NUMBER OF SECURITIES                         REMAINING AVAILABLE FOR
                                TO BE ISSUED         WEIGHTED-AVERAGE      FUTURE ISSUANCE UNDER
                              UPON EXERCISE OF       EXERCISE PRICE OF    EQUITY COMPENSATION PLANS
                             OUTSTANDING OPTIONS,   OUTSTANDING OPTIONS,    (EXCLUDING SECURITIES
PLAN CATEGORY                WARRANTS AND RIGHTS    WARRANTS AND RIGHTS    REFLECTED IN COLUMN (a))
-----------------------      -------------------    -------------------    ------------------------
                                     (a)                     (b)                     (c)
<S>                          <C>
Equity compensation
  plans approved by
  security holders                780,000                 $  2.50                  337,700
Equity compensation
  plans not approved
  by security holders                  --                                               --
                             -------------------    -------------------    ------------------------
Total                             780,000                 $  2.50                  337,700
</TABLE>

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

    On January 1, 2005, ABN executed an agreement with AKA, a direct response
advertising agency, for the provision of marketing services. The agreement has a
term of four months, during which AKA will, among other things, (i) advise ABN
regarding new business possibilities; (ii) formulate strategies and copy for
direct mail and print tests; (iii) provide art studio creative services; and
(iv) supervise the work of brochure and website designers. In exchange for these
services, AKA agreed to accept a fee of $25,000 per month, which is 50% of the
standard AKA base fee. Art Kober, the President of AKA, is the father of David
Kober, the Vice President and General Counsel of the Company.

    In recognition of services provided during the bankruptcy period, Mr. Gary
A. Singer, a brother of Mr. Steven G. Singer, was awarded a participation in the
Company's restructuring bonus pool at a $325,000 level, which was fully paid
over a 36-month period commencing in January 2001 and ending December 31, 2003.
On November 21, 2000, the Board of Directors (excluding Steven Singer, who
abstained from discussion and voting on this subject) authorized (but the
Company did not execute, pending Compensation Committee ratification) a
three-year consulting agreement with Mr. Gary Singer, to ensure the continuity
of his services. On March 22, 2001, as Mr. Gary Singer had continued to provide
consulting services to the Parent but the authorized agreement remained
unexecuted, the Board of Directors (excluding Steven Singer, who abstained from
discussion and voting on this subject) authorized the payment to Mr. Gary Singer
of $10,000 for consulting services rendered in January 2001. Thereafter, the
Parent entered into a three-year consulting agreement, effective retroactively
as of February 1, 2001, which expired on February 1, 2004, providing for annual
consulting fees of $120,000, payable monthly. The consulting agreement provides
that if the agreement is terminated, other than for cause, as defined therein,
Mr. Gary Singer shall receive a lump-sum payment in an amount that would have
otherwise been paid through the term of the agreement. On August 21, 2001, the
Compensation Committee ratified the November 2000 and March 2001 actions of the
Board of Directors with respect to compensation matters. Mr. Singer's consulting
agreement was not renewed upon expiration.

    In July 2001, the Parent and Mr. Goldsmith, agreed to terminate Mr.
Goldsmith's consulting arrangement. Mr. Goldsmith was awarded a participation in
the Company's restructuring bonus pool at a $100,000 level, which was fully paid
over a 36-month period that commenced in January 2001 and ended December 31,
2003.

    On the April 15, 2005 Consummation Date, Mr. Goldsmith retired from the
board. In accordance with his exit from the board, the Parent paid Mr. Goldsmith
$40,000 for past services which accrued during his tenure on the board. See Item
11, "Executive Compensation" for further information.

<PAGE>


                                   SIGNATURES

    Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this annual report on Form
10-K/A (Amendment No. 1) to be signed on its behalf by the undersigned,
thereunto duly authorized, on April 29, 2005.

                                       AMERICAN BANKNOTE CORPORATION

                                       By: /s/ Steven G. Singer
                                           -------------------------------------
                                           Steven G. Singer
                                           Chief Executive Officer

                                       By: /s/ Patrick J. Gentile
                                           -------------------------------------
                                           Patrick J. Gentile
                                           Senior Vice President Finance and
                                           Chief Accounting Officer

    Pursuant to the requirements of the Securities Exchange Act of 1934, this
annual report on Form 10-K/A (Amendment No. 1) has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.

<TABLE>
        SIGNATURE                                TITLE                        DATE
        ---------                                -----                        ----
<S>                                <C>
/s/  Steven G. Singer              Chief Executive Officer and Chairman     April 29, 2005
-----------------------------      (Principal Executive Officer)
Steven G. Singer


/s/ James Dondero                  Director                                 April 29, 2005
-----------------------------
James Dondero


/s/ Sidney Levy                    Director                                 April 29, 2005
-----------------------------
Sidney Levy


/s/ Lloyd Miller                   Director                                 April 29, 2005
-----------------------------
Lloyd Miller


/s/ Raymond L. Steele              Director                                 April 29, 2005
-----------------------------
Raymond L. Steele


/s/ Steven A. Van Dyke             Director                                 April 29, 2005
-----------------------------
Steven Van Dyke

</TABLE>


<PAGE>


EXHIBIT INDEX

EXHIBIT NUMBER                          DESCRIPTION
--------------                          -----------
10.29*+          Consulting Agreement Termination dated August 31, 2004 between
                    American Banknote Corporation and Sidney Levy.
10.30*+          Consulting Agreement dated September 1, 2004 between American
                    Banknote Corporation and Wit Servicos Tecnicos de
                    Engenharia, Ltda.
31.1*            CEO Certification pursuant to Section 302 of the
                    Sarbanes-Oxley Act of 2002.
31.2*            CFO Certification pursuant to Section 302 of the
                    Sarbanes-Oxley Act of 2002.
32.1*            CEO Certification Pursuant to Section 906 of the
                    Sarbanes-Oxley Act of 2002.
32.2*            CFO Certification Pursuant to Section 906 of the
                    Sarbanes-Oxley Act of 2002.

* Filed herewith.
+ Management contract or compensatory plan