SECURITIES AND EXCHANGE COMMISSION

                            Washington, DC 20549

                                 FORM 10-Q

      ..X.. QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
                                     
                     SECURITIES EXCHANGE ACT OF 1934 
                                     
            For the quarterly period ended September 30, 1996
                                     
                                    OR
                                     
   .....     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
                     SECURITIES EXCHANGE ACT OF 1934
                                     
           For the quarterly period from _________to _________
                                     
                                     
                     Commission File Number 1-3410  
                                     
                                     
                      AMERICAN BANKNOTE CORPORATION
          (Exact name of Registrant as specified in its charter)

           A Delaware                             I.R.S. Employer
           Corporation                             No. 13-0460520
                                     
                                     
             200 Park Avenue, New York, New York   10166-4999
                                     
                   Telephone - Area Code   212-557-9100



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 for the past 90 days.      Yes  X    No    

At November 8, 1996 - 19,809,380 shares of common stock were outstanding.


<PAGE>

                           AMERICAN BANKNOTE CORPORATION
                                        

                                     FORM 10-Q

                                     I N D E X



                                                                 PAGE
                                                                  NO.
PART I - FINANCIAL INFORMATION

 Item 1.  Financial Statements - Unaudited

      Condensed Consolidated Balance Sheets
        September 30, 1996 and December 31, 1995 . . . . . . . .   3

      Condensed Consolidated Statements of Operations. . . . . .   4
        For the nine months and third quarter ended  
        September 30, 1996 and 1995

      Condensed Consolidated Statements of Cash Flows
        For the nine months ended September 30, 1996 and 1995      5

      Condensed Consolidated Statement of Stockholders' Equity
        For the nine months ended September 30, 1996 . . . . . .   6

      Notes to Condensed Consolidated Financial Statements . . .   7

 Item 2.  Management's Discussion and Analysis of Financial
          Condition and Results of Operations. . . . . . . . . . . 9

PART II - OTHER INFORMATION 

 Item 1.  Legal Proceedings  . . . . . . . . . . . . . . . . . . .12

 Item 6.  Exhibits and Reports on Form 8-K . . . . . . . . . . . .13


<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1.  FINANCIAL STATEMENTS
AMERICAN BANKNOTE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except for share data)

<TABLE>

                                                  September         December
                                                  30, 1996           31, 1995
ASSETS                                           (Unaudited)
<S>                                              <C>               <C>

Current assets
  Cash and cash equivalents. . . .. . . . . .    $   15,457        $   23,525
  Marketable securities - at market. .  . . .         3,265             2,952
  Accounts receivable, net of allowance for
   doubtful accounts of $1,485 and $816 . . .        42,291            32,058
  Other receivables. . . . . . . . . .  . . .        12,721             7,772
  Inventories. . . . . . . . . . . . .  . . .        38,919            23,243
  Deferred income tax benefits . . . .  . . .         6,664             5,983
  Prepaid expenses . . . . . . . . . .  . . .         4,743             4,755
        Total current assets . . . . .  . . .       124,060           100,288
Property, plant and equipment, at cost, 
  net of accumulated depreciation and 
  amortization of $60,992 and $46,915.  .  .        251,567           225,974

Other assets . . . . . . . . . . . . .  .  .         25,985            18,342

Excess of cost of investment in subsidiaries 
  over net assets acquired, net of accumulated 
  amortization of $4,806 and $3,119. .  .  .         84,679            34,798
                                                 $  486,291        $  379,402

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
  Revolving credit payable . . . . . . . . .     $      854
  Current portions of long-term debt . . . .          7,934         $     332
  Accounts payable and accrued expenses. . .         64,727            44,983
        Total current liabilities. . . . . .         73,515            45,315

Long-term debt, net of unamortized discount 
  of $1,035 and $1,120 . . . . . . . . . . .        265,975           194,156

Other liabilities. . . . . . . . . . . . . .         19,026            20,181

Deferred income taxes  . . . . . . . . . . .         57,213            60,579

Minority interest. . . . . . . . . . . . . .         26,732            18,818
                                                    442,461           339,049
Commitments and Contingencies

Stockholders' equity
  Preferred Stock, authorized 5,000,000 shares,
   no shares issued or outstanding . . . . .            -                -  
  Common Stock, par value $.01 per share,
   authorized 50,000,000 shares; issued 
   20,088,380 shares and 19,391,763 shares .            201               194
  Capital surplus. . . . . . . . . . . . . .         68,458            67,091
  Retained-earnings (deficit). . . . . . . .        (22,670)          (25,461)
  Treasury stock, at cost (281,000 shares) .         (1,253)           (1,253)
  Pension liability adjustment . . . . . . .           (218)             (218)
  Deferred compensation. . . . . . . . . . .           (637)              - 
  Cumulative currency translation adjustment            (51)              - 
        Total stockholders' equity . . . . .         43,830            40,353
                                                 $  486,291         $ 379,402
</TABLE>

 See notes to condensed consolidated financial statements.
<PAGE>
AMERICAN BANKNOTE CORPORATION AND SUBSIDIARIES 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - UNAUDITED
(Amounts in thousands, except per share data)

<TABLE>

                                             Nine                 Third
                                         Months Ended         Quarter Ended
                                         September 30          September 30
                                        1996      1995        1996      1995 
<S>                                    <C>        <C>       <C>        <C>

Sales  . . . . . . . . . . . . . .     $217,560   $153,442  $ 86,879   $56,783

Costs and expenses
 Cost of goods sold. . . . .            142,793    109,512    54,223    39,414
 Selling and administrative  . . .       33,327     29,767    14,099     9,258
 Depreciation and amortization . .       14,731     10,741     6,034     4,186
                                        190,851    150,020    74,356    52,858

                                         26,709      3,422    12,523     3,925
Other (expense) income
 Interest expense. . . . . . . . . .    (20,124)   (17,293)   (7,483)   (5,833)
 Foreign exchange loss, net. . . . .       (201)      (206)      (65)     (264)
 Other, net. . . . . . . . . . . . .        711      2,920       331     1,850
                                        (19,614)   (14,579)   (7,217)   (4,247)

 Income (loss) before taxes. . . . .      7,095    (11,157)    5,306      (322)

Income tax charge (benefit). . . . .        877     (1,217)    1,378      (787)

 Income (loss) before
    minority interests . . . . . . .      6,218     (9,940)    3,928       465

Minority interests . . . . . . . . .     (3,427)      (412)   (1,700)     (412)

 Net Income (Loss) . . . . . . . . .   $  2,791   $(10,352) $  2,228   $    53



Weighted average number of common 
 and common equivalent shares 
 outstanding . . . . . . . . . . . .     20,300      19,087    20,420    19,300

 Net Income (Loss) per share . . . .      $ .14       $(.54)    $ .11      $.00

</TABLE>



See notes to condensed consolidated financial statements.
<PAGE>
AMERICAN BANKNOTE CORPORATION AND SUBSIDIARIES 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - UNAUDITED
(Amounts in thousands)
<TABLE>
                                                         Nine Months Ended
                                                           September 30
                                                         1996         1995    
 
<S>                                                  <C>           <C>

Operating Activities
  Net cash from operations, after adjustments 
     to reconcile net income (loss) to 
     net cash provided by or (used in)
     operating activities. . . . . . . . . . . .      $   17,850     $ (2,649)
     Marketable securities . . . . . . . . . . .            (718)      (1,195)
     Accounts and other receivables. . . . . . .          (9,774)       3,978
     Inventories . . . . . . . . . . . . . . . .          (7,032)       1,759
     Prepaid and other . . . . . . . . . . . . .             325       (1,253)
     Accounts payable and accrued expenses . . .           5,611       (4,733)
     Acquisition, restructuring and 
       merger related accruals . . . . . . . . .          (6,677)      (2,673)
  Net cash used in Operating Activities. . . . .            (415)      (6,766)

Investing Activities
  Acquisition of ABAL. . . . . . . . . . . . . .         (77,266)           - 
  Capital expenditures, net  . . . . . . . . . .         (16,775)      (5,442)
  Net cash used in Investing Activities. . . . .         (94,041)      (5,442)
       
Financing Activities
  Acquisition borrowings
     Senior Debt . . . . . . . . . . . . . . . .          53,493            - 
     Subordinated Debt . . . . . . . . . . . . .          18,383            - 
  Other borrowings . . . . . . . . . . . . . . .           8,178            - 
  Minority shareholder investment. . . . . . . .           7,179            - 
  Revolving credit borrowings. . . . . . . . . .             854            - 
  Dividend to minority shareholder . . . . . . .          (1,623) 
  Proceeds from issuance of Common Stock . . . .             -             19
  Payment of other long-term obligations . . . .             (25)        (292)
  Net cash provided by or (used in)
    Financing Activities . . . . . . . . . . . .          86,439         (273)

Effect of foreign currency exchange rate 
  changes on cash and cash equivalents . . . . .             (51)        (125)

Decrease in cash and cash equivalents. . . . . .          (8,068)     (12,606)

Cash and cash equivalents - beginning of period.          23,525       31,658

Cash and cash equivalents - end of period. . . .      $   15,457    $  19,052


</TABLE>
See notes to condensed consolidated financial statements.
<PAGE>
AMERICAN BANKNOTE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - UNAUDITED
NINE MONTHS ENDED September 30, 1996
(Amounts in thousands)

<TABLE>

                                                                              Foreign
                                       Retained            Pension            Currency
                    Common   Capital   Earnings  Treasury     Liab.  Deferred  Transl.      Total
                     Stock   Surplus  (Deficit)     Stock   Adjust.   Compens. Adjust.     Equity
<C>                   <C>    <C>      <C>         <C>        <C>      <C>       <C>       <C>

Balance -
January 1, 1996       $194   $67,091  $(25,461)   $(1,253)   $(218)   $  -      $  -      $40,353

Issuance of 
  common shares
  - acquisition
  of affiliate           4       646                                                          650

Issuance of 
  restricted
  common shares
  - deferred
  compensation
  plans                  3       721                                     (637)                 87


Foreign 
  currency 
  translation
  adjustment
  for period                                                                       (51)       (51)

Net income                               2,791                                              2,791

Balance -
September 30, 1996    $201   $68,458  $(22,670)   $(1,253)   $(218)     $(637)    $(51)   $43,830
</TABLE>













See notes to condensed consolidated financial statements.
<PAGE>
AMERICAN BANKNOTE CORPORATION AND SUBSIDIARIES 
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED   

Note A - Basis of Presentation

   The accompanying unaudited condensed consolidated financial
statements do not contain all disclosures required by generally accepted
accounting principles.  Reference should be made to the Company's Annual
Report on Form 10-K for the year ended December 31, 1995.  The
accompanying unaudited condensed consolidated financial statements
reflect all adjustments (consisting of normal recurring adjustments)
which are, in the opinion of management, necessary for a fair statement
of the results of the interim periods presented and are not necessarily
indicative of the results which may be expected for a full fiscal year.

   Results of operations for foreign subsidiaries, other than those
located in a highly inflationary country, are translated using average
exchange rates during the period, while assets and liabilities are
translated into US dollars using current rates.  Resulting translation
adjustments are accumulated as a separate component of stockholders'
equity.  Foreign currency transaction gains and losses are included in
earnings.  For ABN-Brazil, which operates in a highly inflationary
country, currency gains and losses resulting from translation and
transactions are determined using a combination of current and
historical rates and are included in earnings.


   Primary and fully-diluted income (loss) per share are the same.

   Cash tax payments for the nine months ended September 30, 1996 and
1995 amounted to approximately $7.0 million and $2.3 million,
respectively.  Cash interest payments for the nine months ended
September 30, 1996 and 1995 amounted to approximately $15.6 million and
$14.9 million, respectively.  In addition, under interest rate swap
agreements, a cash interest payment of $0.6 million was made in the nine
months ended September 30, 1995.  The agreement was terminated in the
fourth quarter of 1995.

Note B - Inventories

   Inventories consist of the following (in thousands):
                                                September      December
                                                 30, 1996      31, 1995

      Work in process. . . . . . . . .         $   20,776    $   15,874
      Raw materials and supplies . . .             18,143         7,369

         Total inventories . . . . . .         $   38,919    $   23,243




<PAGE>
AMERICAN BANKNOTE CORPORATION AND SUBSIDIARIES 
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED

Note C - Long-term Debt

    Long-term debt consists of the following (in thousands):
                                                 September      December
                                                  30, 1996      31, 1995
      10-3/8% Senior Notes, due 
         September 1, 2002 . . .. . . .         $  126,500    $  126,500
      11-5/8% Senior Notes, due August 1, 
         2002, net of unamortized 
         discount of $1,035 and $1,120 . .          63,965        63,880
      9.35% Senior Debt, due 
         May 31, 2001 (a). . . . . . . . .          52,823           -  
      8.07% Subordinated Debt, 
         due May 31, 2001(a) . . . . . . .          18,133           -  
      Other long-term obligations (b). . .          12,488         4,108
      Less current portion . . . . . . . .          (7,934)         (332)

         Long-term debt. . . . . . . . . .      $  265,975    $  194,156

    (a) Issued in connection with acquisition of Australian subsidiary.  
Reference is made to the Company's quarterly report on Form 10-Q for the
quarter ended June 30, 1996, Part I. Item 1 "Notes to Condensed
Consolidated Financial Statements - Notes E and F", in connection with
the investment in and acquisition of subsidiaries, and "Results of
Operations - Liquidity and Capital Resources" for further description of
debt.

    (b) Principally issued in connection with acquisition of equipment
by ABN-Brazil.

Note D - Accounts Payable and Accrued Expenses

    Accounts payable and accrued expenses consist of the following (in
thousands):
                                                 September      December
                                                  30, 1996      31, 1995

      Accounts payable . . . . . . . . . .      $   21,434    $   11,335
      Accrued expenses . . . . . . . . . .           8,779         2,893
      Income taxes . . . . . . . . . . . .           2,821         1,863
      Customers' advances. . . . . . . . .           2,847         7,026
      Salaries and wages . . . . . . . . .          11,326         5,666
      Restructuring and merger -
         related accruals. . . . . . . . .           8,001         8,838
      Interest payable . . . . . . . . . .           6,777         4,291
      Other . . .. . . . . . . . . . . . .           2,742         3,071
         Total accounts payable 
           and accrued expenses. .. . .         $   64,727    $   44,983


<PAGE>
AMERICAN BANKNOTE CORPORATION AND SUBSIDIARIES 
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED

Note E - Commitments and Contingencies

    The Company is involved in various litigations (reference is made to
"Part II - Other Information, Item 1. Legal Proceedings" herein), the
adverse determination of which could have a material adverse effect on
the financial condition or results of operations of the Company in the
event that the Company's insurance was not available to cover such
claims or an award materially in excess of insurance coverage was made. 
The Company believes, however, that it has good and meritorious defenses
to the litigations and intends to vigorously defend against such
actions.

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF   
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

General

   On June 3, 1996, the Company acquired a 55% equity interest in
American Banknote Australasia Ltd., an Australian corporation ("ABAL")
which purchased the assets and business of the Leigh-Mardon Security
Group of Australia and New Zealand ("Leigh-Mardon").  As of July 1,
1995, the Company acquired the printing business and operations of
Grafica Bradesco in exchange for a 22.5% minority interest in ABN-Brazil.
The acquisitions were accounted for as purchase transactions and the 
operations of both companies have been included in earnings since 
their respective acquisition dates. 

COMPARISON OF RESULTS OF THE NINE MONTHS ENDED SEPTEMBER 30, 1996 
WITH THE NINE MONTHS ENDED SEPTEMBER 30, 1995

   ABN-Brazil's sales represent 55.8% of consolidated sales in 1996
compared with 43.1% in 1995.  ABAL's sales represent 12% of consolidated
sales in 1996.  Consolidated sales in 1996 increased by $64.1 million
(41.8%) primarily due to an increase in electronic transaction cards
(including stored value telephone card sales in Brazil) and document
management sales as well as the acquisition of ABAL.  Offsetting these
increases was a decrease in certain domestic security printing.  The
change in various components of sales may be affected by the timing of
contract awards and delivery requirements of customers.

   Cost of goods sold increased $33.3 million (30.4%) from 1995 as a
result of the above increased sales.  As a percentage of sales, cost of
goods sold declined to 65.6% in 1996 from 71.4% in 1995.   The net
decrease in the percentage of cost of goods sold is principally due to
the cost reductions being realized from the restructuring and downsizing
of the Company's domestic printing subsidiary, which was substantially
completed in the second quarter of 1996.

<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF   
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS - Continued

   Selling and administrative expenses increased $3.6 million (12.0%)
from 1995 as a result of the effect of the acquired businesses, 
partially offset by reduced corporate overhead and domestic selling
expenses.  As a percentage of sales, selling and administrative expenses
declined to 15.3% in 1996 from 19.4% in 1995.

   Depreciation expense increased $4.0 million in 1996 primarily as a
result of the acquired businesses and capital expenditures related to
expansion of the manufacturing capacity of ABN-Brazil.

   Interest expense increased $2.8 million in 1996 primarily due to
non-recourse debt incurred in Australia to acquire Leigh-Mardon and to
fund the purchase of new equipment at ABN-Brazil.

   Foreign exchange loss is a result of the Company's translation of
Brazilian local currency financial statements into dollars.

   Income taxes (benefits) are calculated using estimated annual
effective tax rates for each tax jurisdiction and various assumptions
such as state and local taxes, utilization of foreign tax credits and
timing of deductions. 

   Minority interests represents the 22.5% minority interest in 
ABN-Brazil and the 45% minority interest in ABAL since their respective
acquisition dates.


COMPARISON OF RESULTS OF THE THIRD QUARTER ENDED SEPTEMBER 30, 1996 
WITH THE THIRD QUARTER ENDED SEPTEMBER 30, 1995

   ABN-Brazil's sales represent 48.3% of consolidated sales in 1996
compared with 52.5% in 1995.  ABAL's sales represent 22.8% of
consolidated sales in 1996.  Consolidated sales in 1996 increased by
$30.1 million (53.0%) from 1995 primarily due to electronic transaction
card sales (including stored value telephone card sales in Brazil) and 
the acquisition of ABAL.  The change in various components of sales
may be affected by the timing of contract awards and delivery requirements 
of customers.

   Cost of goods sold increased $14.8 million (37.6%) from 1995 as a
result of the effect of the above increased sales.  As a percentage of
sales, cost of goods sold declined to 62.4% in 1996 from 69.4% in 1995. 
The decline is principally due to the cost reductions being realized from 
the restructuring and downsizing of the Company's domestic printing 
subsidiary, which was substantially completed in the second quarter of 1996. 


<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF   
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS - Continued

   Selling and administrative expenses increased $4.8 million (52.3%)
from 1995 as a result of the effect of the acquired businesses.  As a
percentage of sales, selling and administrative expenses remained
relatively constant in both years.

   Depreciation expense increased $1.8 million in 1996 primarily as a
result of the acquired businesses and capital expenditures related to
the expansion of the manufacturing capacity at ABN-Brazil.

   Interest expense increased $1.7 million in 1996 primarily due to
non-recourse debt incurred in Australia to acquire Leigh-Mardon and to
fund the purchase of new equipment at ABN-Brazil.

LIQUIDITY AND CAPITAL RESOURCES

   The Company invested $7.2 million in June 1996 to acquire Leigh-Mardon.
The Company's investment was made through an unrestricted subsidiary of 
the Company, American Banknote Australasia Holdings, Inc. ("ABNAH"), 
as such term is defined in the Company's Senior Note indentures.

   The transaction was financed by the issuance of ABAL senior debt
("Senior Debt"), of approximately $53.5 million, and the issuance of
ABAL subordinated debt ("Subordinated Debt"), of approximately $18.4
million to an affiliate of the sellers.  In addition, ABAL obtained a
$4.0 million working capital facility at closing which has not been
utilized.  Both the Senior and Subordinated Debt are obligations of ABAL
owned 55% by the Company and 45% by an affiliate of the sellers of the
business.  

   At September 30, 1996, the Company had approximately $15.5 million
in cash and cash equivalents and approximately $13.3 million of
borrowing availability under its senior secured credit agreement with
The Chase Manhattan Bank.  $2.1 million of outstanding letters of credit
and $0.9 million of borrowings have been utilized under the Chase loan. 
In addition, the Company's long-term debt included $126.5 million of 10
3/8% Senior Notes outstanding, $65.0 million of 11 5/8% Senior Notes
outstanding, $71.0 million of non-recourse debt at ABAL incurred to
acquire Leigh-Mardon and $12.5 million of other debt incurred in Brazil
to finance capital expenditures.

   The Company recently received a contract amendment to April 1997 for
its stored-value telephone card production contract in Brazil.  The 
amendment provides for continued delivery of stored-value telephone
cards at a reduced average monthly rate of approximately 12% compared 
to average levels for the nine months ended September 30, 1996 due to 
present levels of inventory existing at the customer.  ABN-Brazil's 
volume of telephone cards following expiration of the present contract


<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF   
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

LIQUIDITY AND CAPITAL RESOURCES - continued

will be based upon the size and timing of a new contract expected to 
be announced during 1997 and other factors including inventory levels 
and qualified vendors.  The Company expects to receive a price increase
during the fourth quarter of 1996 through the end of the contract which 
will partially reduce the effect on revenues of reduced deliveries.

   During 1996, excluding the effect of the acquisition of ABAL, 
consolidated sales for the nine month period had increased by $38.1 million
and ABN-Brazil stored value telephone cards had increased by $38 million. 
Excluding the effect of the acquisition of ABAL, net sales for the third
quarter had increased by $10.4 million and ABN-Brazil stored value telephone
cards had increased by $15.3 million. 

   Management of the Company believes that cash flows from operations 
together with its existing cash balances and credit facilities, will be
sufficient to service its working capital and debt service requirements
and fund capital expenditures for the foreseeable future.

   Reference is made to the Company's Annual Report on Form 10-K for
the year ended December 31, 1995 "Liquidity and Capital Resources."

IMPACT OF INFLATION

   Reference is made to the Company's Form 10-K for the year ended
December 31, 1995 "Impact of Inflation." 

   To limit the effect of inflation and other currency risks on cash
balances, the Company has, from time to time, entered into foreign
currency option contracts to limit the effect of currency fluctuations 
on future expected cash receipts from Brazil which are used for general 
parent company purposes including debt service.  The options generally 
have covered periods from two to four months from the date of purchase.  
Such activities may be discontinued at any time depending on, among other
things, management's views concerning future exchange rates and the cost 
of such contracts.

PART II   OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS

   Reference is made to the Company's Annual Report on Form 10-K for
the year ended December 31, 1995.

<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a)        Exhibits:
   Exhibit
   Number

   4.1    Waiver and Amendment to Credit Agreement dated as of 
          September 30, 1996, among American Bank Note Company and 
          American Bank Note Holographics, Inc., American Banknote 
          Corporation and The Chase Manhattan Bank (formerly, 
          Chemical Bank), as Agent.  **
   
   10.1   Employment Agreement Amendment Number 2 dated September
          3, 1996 between the Company and John T. Gorman.**

   27     Article 5 Financial Data Schedule                    **

      **       Filed electronically herewith

(b)        Report on Form 8-K
      a)  Form 8-K/A filed August 16, 1996
             Item 7  Financial Statements, Pro Forma Financial 
             Information and Exhibits


                               SIGNATURE
                                    
                                    
    Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.


AMERICAN BANKNOTE CORPORATION


By: s/ John T. Gorman         
  John T. Gorman
  Executive Vice President,
  Chief Financial Officer and
  Chief Accounting Officer
  Date:  November 14, 1996



<PAGE>                                 
                                    
                                    
                             Exhibit Index




List of Exhibits Pursuant to Item 601 of Regulation S-K:
Exhibit

   4.1    Waiver and Amendment to Credit Agreement dated as of 
          September 30, 1996, among American Bank Note Company and 
          American Bank Note Holographics, Inc., American Banknote 
          Corporation and The Chase Manhattan Bank (formerly, 
          Chemical Bank), as Agent.  **
   
   10.1   Employment Agreement Amendment Number 2 dated September
          3, 1996 between the Company and John T. Gorman.**

   27     Article 5 Financial Data Schedule                    **

      **       Filed electronically herewith