<PAGE>
               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, 1997

                               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)

          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 10, 1997 - 20,853,717 shares of common stock were
outstanding.<PAGE>
<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, 1997 and December 31, 1996 . . .. . . .      3

   Unaudited Condensed Consolidated Statements of Operations
      For the Nine and Three Months Ended September 30, 1997 
      and 1996. . . . . . . . . . . . . . . . . . . . . . .      4

   Unaudited Condensed Consolidated Statements of Cash Flows
      For the Nine Months Ended September, 1997 and 1996 . .     5

   Unaudited Condensed Consolidated Statement of Stockholders'
      Equity For the Nine Months Ended September 30, 1997 . .    6

   Notes to Unaudited Condensed Consolidated 
      Financial Statements. . . . . . . . . . . . . . . . .      7

 Item 2. Management's Discussion and Analysis of
      Financial Condition and Results of Operations . . . .     10

PART II - OTHER INFORMATION 

 Item 1. Legal Proceedings. . . . . . . . . . . . . . . . .     18

 Item 6. Exhibits and Reports on Form 8-K . . . . . . . . .     19<PAGE>
<PAGE>
PART I - Financial Information      
ITEM 1.  Financial Statements
AMERICAN BANKNOTE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except for share data)
<TABLE>
<CAPTION>
                                                            September    December
                                                            30, 1997     31, 1996
ASSETS                                                     (Unaudited)
<S>                                                                                 
Current assets                                              <C>         <C> 
 Cash and cash equivalents . . . . . . . . . . . . .        $  3,611    $  14,256
 Marketable securities - at market,
   (cost $1,746 in 1996) . . . . . . . . . . . . . .                        2,133
 Accounts receivable, net of allowance for
   doubtful accounts of $767 and $981. . . . . . . .          56,640       47,501
 Inventories . . . . . . . . . . . . . . . . . . . .          41,130       35,622
 Deferred income taxes . . . . . . . . . . . . . . .           4,616        4,261
 Prepaid expenses and other. . . . . . . . . . . . .          16,161        9,362
      Total current assets . . . . . . . . . . . . .         122,158      113,135
Property, plant and equipment, at cost, 
 net of accumulated depreciation and 
 amortization of $112,020 and $96,385. . . . . . . .         250,326      253,987
Other assets . . . . . . . . . . . . . . . . . . . .          24,815       27,974
Excess of cost of investment in subsidiaries 
 over net assets acquired, net of accumulated 
 amortization of $8,156 and $5,662 . . . . . . . . .          93,846       85,282
                                                            $491,145     $480,378

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
 Revolving credit. . . . . . . . . . . . . . . . . .        $  3,191     $  3,103
 Current portion of long-term debt . . . . . . . . .          17,797       14,450
 Accounts payable and accrued expenses . . . . . . .          63,922       60,049
      Total current liabilities. . . . . . . . . . .          84,910       77,602
Long-term debt . . . . . . . . . . . . . . . . . . .         260,779      263,548
Other liabilities. . . . . . . . . . . . . . . . . .          25,623       24,706
Deferred income taxes  . . . . . . . . . . . . . . .          42,372       47,456
Minority interest. . . . . . . . . . . . . . . . . .          20,353       20,789
                                                             434,037      434,101
Commitments and Contingencies

Stockholders' equity
 Preferred Stock, authorized 5,000,000 shares,
   no shares issued or outstanding . . . . . . . . .
 Zero Coupon Convertible Subordinated Debenture. . .           3,620
 Common Stock, par value $.01 per share,
   authorized 50,000,000 shares; issued 
   21,134,717 shares and 20,137,880 shares . . . . .             211          202
 Capital surplus . . . . . . . . . . . . . . . . . .          73,173       68,609
 Retained-earnings (deficit) . . . . . . . . . . . .         (16,739)     (21,362)
 Treasury stock, at cost (281,000 shares)  . . . . .          (1,253)      (1,253)
 Cumulative currency translation adjustment  . . . .          (1,904)          81
      Total stockholders' equity . . . . . . . . . .          57,108       46,277
                                                            $491,145     $480,378
</TABLE>
See notes to Condensed Consolidated Financial Statements.
<PAGE>
<PAGE>
AMERICAN BANKNOTE CORPORATION AND SUBSIDIARIES 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - UNAUDITED
(Amounts in thousands, except per share data)

<TABLE>
<CAPTION>
                                           Nine Months Ended    Three Months Ended
                                             September 30          September 30
                                             1997     1996        1997      1996  

<S>                                        <C>      <C>          <C>       <C> 
Sales. . . . . . . . . . . . . . .  .      $248,416 $217,560     $88,152   $86,879

Costs and expenses:
 Cost of goods sold. . . . . . . . .        166,263  142,793      58,435    54,223
 Selling and administrative  . . . .         34,881   33,327      11,962    14,099
 Depreciation and amortization . . .         17,799   14,731       6,346     6,034
                                            218,943  190,851      76,743    74,356

                                             29,473   26,709      11,409    12,523
Other (expense) income:
 Interest expense. . . . . . . . . .        (24,353) (20,124)     (8,451)   (7,483)
 Foreign translation losses, net . .           (122)    (201)        (15)      (65)
 Other, net. . . . . . . . . . . . .          2,519      711         860       331 
                                            (21,956) (19,614)     (7,606)   (7,217) 
Income before taxes on income
 and minority interest . . . . . . .          7,517    7,095       3,803     5,306 

Taxes on income. . . . . . . . . . .            371      877         807     1,378 

 Income before minority interest . .          7,146    6,218       2,996     3,928 

Minority interest. . . . . . . . . .         (2,458)  (3,427)       (564)    1,700

 Net Income . . .  . . . . . . . . .       $  4,688  $ 2,791     $ 2,432   $ 2,228

Weighted average number of common 
 and common equivalent shares 
 outstanding . . . . . . . . . . . .         21,430   20,300      21,720    20,420

 Net income per share. . . . . . . .       $    .22  $   .14    $    .11   $   .11 



</TABLE>

See notes to Condensed Consolidated Financial Statements.<PAGE>
<PAGE>
AMERICAN BANKNOTE CORPORATION AND SUBSIDIARIES 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - UNAUDITED
(Dollars in thousands)

<TABLE>
<CAPTION>
                                                             Nine Months Ended
                                                                September 30  
                                                             1997        1996  
<S>                                                         <C>        <C>
Operating Activities:
  Net cash from operations, after adjustments 
   to reconcile income to net cash provided
   operating activities. . . . . . . . . . . . . . .        $21,829    $ 17,850 
   Marketable securities . . . . . . . . . . . . . .          2,077        (718)
   Accounts receivables. . . . . . . . . . . . . . .         (3,075)     (9,774)
   Inventories . . . . . . . . . . . . . . . . . . .         (7,021)     (7,032)
   Prepaid and other assets. . . . . . . . . . . . .         (5,757)        325
   Accounts payable and accrued expenses . . . . . .         (5,198)      5,611
   Other . . . . . . . . . . . . . . . . . . . . . .           (975)     (6,677)
  Net cash provided by (used in) 
    operating activities . . . . . . . . . . . . . .          1,880        (415)

Investing Activities:
  Acquisitions . . . . . . . . . . . . . . . . . . .         (5,546)      1,789
  Capital expenditures . . . . . . . . . . . . . . .         (7,491)    (16,775)
  Net cash used in investing activities. . . . . . .        (13,037)    (14,986)

Financing Activities: 
  Borrowings . . . . . . . . . . . . . . . . . . . .          6,280       8,178
  Zero Coupon Convertible Subordinated Debenture . .          4,700
  Revolving credit borrowings. . . . . . . . . . . .             88         854
  Dividend to minority shareholder . . . . . . . . .         (2,587)     (1,623)
  Proceeds from exercise of options and warrants . .            626
  Payment of long-term debt. . . . . . . . . . . . .         (8,813)        (25)
  Net cash (used in) or provided by
    financing activities . . . . . . . . . . . . . .            294       7,384

Effect of foreign currency exchange rate 
  changes on cash and cash equivalents . . . . . . .            218         (51)


Decrease in cash and cash equivalents. . . . . . . .        (10,645)     (8,068)

Cash and cash equivalents beginning of period. . . .         14,256      23,525

Cash and cash equivalents end of period. . . . . . .        $ 3,611     $15,457


Supplemental cash payments:
  Taxes. . . . . . . . . . . . . . . . . . . . . . .        $ 3,400     $ 7,000
  Interest . . . . . . . . . . . . . . . . . . . . .        $14,200     $15,600
<?Table>

See Notes to Condensed Consolidated Financial Statements.
<PAGE>
<PAGE>
AMERICAN BANKNOTE CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - UNAUDITED
NINE MONTHS ENDED SEPTEMBER 30, 1997
(Amounts in thousands)


</TABLE>
<TABLE>
<CAPTION>
                                 Zero Coupon                                   Cumulative
                                 Convertible              Retained              Currency
                  Common Stock   Subordinated   Capital   Earnings   Treasury    Transl.   Total
                  Shares Amount   Debenture     Surplus   (Deficit)   Stock      Adjust.   Equity

<S>               <S>      <S>         <C>      <C>       <C>         <C>        <C>      <C> 
Balance-January
  1, 1997         20,138   $202                 $68,609   $(21,362)   $(1,253)   $   81   $46,277

Issuances in 
  connection with:
  Options, warrants
   and compensation 
   plans             349      3                   1,291                                     1,294
  Sati Group
    acquisition      423      4                   2,130                                     2,134

Sale of 
  convertible
  debenture and
  warrants net of
  expenses                             $4,455       245                                     4,700

Imputed interest 
  on debenture                             65                  (65)

Conversion of 
  debenture          225       2         (900)      898

Foreign 
  currency     
  translation    
  adjustment    
  for period                                                                     (1,985)   (1,985)

Net income                                                   4,688                          4,688

Balance-September
 30, 1997        21,135    $211       $3,620    $73,173   $(16,739)   $(1,253)  $(1,904)  $57,108


</TABLE>


See Notes to Condensed Consolidated Financial Statements.<PAGE>
<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, 1996.  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
year.

Primary and fully-diluted income per share are the same and have been
computed after deducting from net income the imputed interest
attributable to the Zero Coupon Convertible Subordinated Debenture.


Note B - Acquisition of the Sati Group

In August 1997, the Company acquired in France, the Sati Group's check
personalization, electronic printing and document management business. 
Sales of the Sati Group for the seven months ended July 31, 1997 and
for the year ended December 31, 1996 were approximately $11.7 million
and $22.2 million, respectively.  The results of the Sati Group from
August 1, 1997 are reported within the Company's Printing Services &
Document Management product line.  The acquisition purchase price of
$11.2 million was financed with approximately $9.1 million of non-recourse 
term loans in France through the issuance of and
approximately 423,000 shares of the Company's Common Stock. The
acquisition was accounted for by the purchase method of accounting.
The purchase price was allocated on a preliminary basis before final
purchase accounting adjustments as follows: assets acquired $13.2
million; liabilities assumed $7.8 million; and excess cost of
investment in subsidiaries over net assets acquired $5.8 million.  The
Company has agreed to file a registration statement under the
Securities Act within 90 days following the acquisition date to
register the shares of Common Stock for resale.

Note C - Zero Coupon Convertible Subordinated Debenture

On July 24, 1997, the Company sold in a private placement $5 million
principal amount of a Zero Coupon Subordinated Convertible Debenture,
due August 2, 2002 (the "Security") plus warrants.  At maturity, the
outstanding Security is automatically converted into Common Stock <PAGE>
<PAGE>
AMERICAN BANKNOTE CORPORATION AND SUBSIDIARIES 
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS -


Note C - Zero Coupon Convertible Subordinated Debenture - continued

resulting in the Security being treated as a component of
stockholders' equity.  In September 1997, $1.0 million principal
amount of the Security was converted into 224,688 shares of Common
Stock. Interest accretes at 6% per annum on the Security.

Holders may convert the Security, from time to time, at 100% of the
average of the two consecutive trading days' closing prices yielding
the lowest average price during 25 trading days prior to conversion or
$6.00, whichever is lower, except during the 25 days following
issuance when the conversion price is $4.5625 (the closing price on
the date of issuance).  The Security may be redeemed in cash at the
election of the Company in lieu of issuing shares of Common Stock if
the closing price is below $3.50 per share and, at any time the
closing price during 10 consecutive days is greater than $6.50 per
share.  Redemption prices vary depending on the type of redemption
transaction from the closing price on the date of conversion (or an
average of 5 days prices) multiplied by the number of shares that
would have been issued upon conversion to 110% of the principal amount
called for redemption.  No more than 20% of the Security may be
converted during the first 90-day period and each successive 60-day
period until the 210th day, and 20% each 90 days thereafter following
closing unless the closing price exceeds $6.50 or is greater than 115%
of the prior day's closing price, whereupon full conversion is
permitted on that day.

In connection with the Security, the Company issued 140,000 two-year
warrants exercisable at $5.70 (125% above the closing price on the
date of issuance) and 75,000 three-year warrants at $6.4125, (140%
above the closing price on the date of issuance), and the value of the
warrants ($245,000) will be accreted over the 5-year term of the
Security. If the Company redeems the Security, additional warrants for
21 shares for each $1,000 redeemed are issuable with an exercise price
equal to the closing price. The Security is subordinated to all
existing or future bank, institutional, financial transaction or
acquisition indebtedness.

Note D - Inventories
                                             September  December
                                             30, 1997   31, 1996
                                                (in thousands)
   Finished goods. . . . . . . . . . . . .    $ 3,984    $ 6,288
   Work in process . . . . . . . . . . . .     17,766     14,905
   Raw materials and supplies. . . . . . .     19,380     14,429
                                              $41,130    $35,622<PAGE>
<PAGE>
AMERICAN BANKNOTE CORPORATION AND SUBSIDIARIES 
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED   


Note E - Commitments and Contingencies

The Company is involved in various litigation, reference is made to
"Part II - Other Information, Item 1. Legal Proceedings" 

The Company and its subsidiaries are parties to various additional
lawsuits (as both plaintiff and defendant) related to various matters
in the normal course of business, which in the opinion of management,
are not anticipated to have a material adverse impact on its
consolidated financial position or results of operation.

Note F - Accounting Pronouncements

Statement of Financial Accounting Standards (SFAS) No. 128 "Earnings
per Share", was issued in February 1997 and is effective for interim
and annual periods ending after December 15, 1997.  SFAS No. 128,
establishes standards for comparing and presenting earnings per share
and will require the restatement of all prior-period earnings-per-share data. 
The implementation of SFAS No. 128 will not have a
material impact on the Company's earnings per share.  SFAS No. 129,
"Disclosure of Information about Capital Structure", was issued in
February 1997 and is effective for periods ending after December 15,
1997.  This statement establishes standards for disclosing information
about an entity's capital structure by superseding and consolidating
previously issued accounting standards.  The financial statements of
the Company are prepared in accordance with the requirements of SFAS
No. 129.

In June 1997, SFAS No. 131, "Disclosures about Segments of an
Enterprise and Related Information," was issued which will be
effective for the Company beginning January 1, 1998.  SFAS No. 131
redefines how operating segments are determined and requires
disclosure of certain financial and descriptive informative about a
company's operating segments.  The Company does not currently
anticipate that the adoption of SFAS No. 131 will result in expanded
disclosures.

<PAGE>
<PAGE>
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 ABN
Australasia Limited ("ABAL"), and as of October 1, 1996, acquired the
remaining 45% equity interest. The acquisition of ABAL, also known as
Leigh-Mardon ("LM"), was accounted for as a purchase transaction and
its operations have been included in the consolidated operations since
the acquisition dates.  The acquisition had a significant impact on
the operations of the Company beginning in the third quarter of 1996. 
In August 1997, the Company acquired the Sati Group's check
personalization, electronic printing and document management business
and accounted for the acquisition as a purchase transaction and
consolidated its operations since August 1, 1997.  The operations of
the Sati Group in France did not have a significant effect on the
results of operations in 1997.

COMPARISON OF RESULTS OF THE NINE MONTHS ENDED SEPTEMBER 30, 1997
WITH THE NINE MONTHS ENDED SEPTEMBER 30, 1996

The Company operates in a single industry, secured products and
systems, with three principal product lines.  The following table
presents these product lines for the nine-month periods ended 
September 30:
                                         1997           1996 
                                             (in millions)
                                        $      %        $      % 

Transaction Cards & Systems . . . .   83.3   33.5     84.1   38.7
Printing Services 
  & Document Management . . . . . .   43.6   17.6     36.0   16.5
Security Printing Solutions . . . .  121.5   48.9     97.5   44.8
                                     248.4  100.0    217.6  100.0

Sales increased by $30.8 million or 14.2% from the 1996 period.
Transaction Cards & Systems ("TCS") sales decreased $0.8 million or
1.0%, Printing Services & Document Management ("PSDM") sales increased
$7.6 million or 21.1% and Security Printing Solutions ("SPS") sales
increased $24.0 million or 24.6%. The net increase in sales is due
primarily to the inclusion of LM's sales for the entire 1997 period
and the Sati Group sales in 1997, aggregating $41.8 million. This
increase in sales was partially offset by reduced TCS sales of stored-value 
telephone cards ($20.9 million).  Sales by foreign subsidiaries
represented 70.7% of the Company's consolidated sales in the 1997
period as compared to 67.8% in the 1996 period, primarily due to the
acquisitions discussed above.
<PAGE>
<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF   
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS - continued

Cost of goods sold increased $23.5 million or 16.4%, primarily due to
the inclusion of LM's cost of sales for the entire 1997 period. As a
percentage of sales, cost of goods sold was 66.9% in the 1997 period
as compared to 65.6% in the 1996 period.  This increase is primarily
attributable to additional fixed costs associated with the expanded
manufacturing capacity in Brazil. Cost of goods sold can be impacted
by the mix of product sold.  The product mix in any given period is
not indicative of the expected product mix in future periods.

Selling and administrative expenses increased $1.6 million (4.7%) from
1996, primarily due to the LM acquisition. As a percentage of sales,
selling and administrative expenses were 14.0% in the 1997 period as
compared to 15.3% in the 1996 period.

Depreciation expense increased $3.1 million, primarily due to the LM
acquisition and the expansion of manufacturing capacity.

Interest expense increased $4.2 million in the 1997 period, primarily
due to debt incurred in Australia and New Zealand to acquire LM and
debt in Brazil to fund increased manufacturing capacity.

Foreign translation losses, net, are a result of the translation of
Brazilian local currency financial statements into US dollars.

Other income, net, increased $1.8 million, primarily due to gains on
marketable securities, increased interest income and a decrease in
other expenses.

The cumulative tax provision is calculated using an estimated annual
effective income tax rate at the end of each reporting period. The
rate is reviewed and adjusted periodically to reflect changes in
estimates by tax jurisdictions in regulations, rates, deductibility of
expenses, utilization of tax credits, potential tax exposures, and
state and local taxes. Reductions in liabilities for taxes no longer
required considerably impacted the estimated annual effective income
tax rate.

Minority interest in 1997 and 1996 represents the 22.5% minority
interest in ABNB, and in 1996 also included a 45% minority interest in
LM.

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

RESULTS OF OPERATIONS - continued

COMPARISON OF RESULTS OF THE THREE MONTHS ENDED SEPTEMBER 30, 1997
WITH THE THREE MONTHS ENDED SEPTEMBER 30, 1996

The following table presents the three product lines for the three-
month periods ended September 30:
                                         1997           1996 
                                             (in millions)
                                        $      %        $      % 

Transaction Cards & Systems . . . .   27.9   31.6     35.7   41.1
Printing Services 
  & Document Management . . . . . .   17.0   19.3     10.5   12.1
Security Printing Solutions . . . .   43.3   49.1     40.7   46.8
                                      88.2  100.0     86.9  100.0

Sales increased by $1.3 million or 1.5% from the 1996 period.  TCS
sales decreased $7.8 million or 21.9%, PSDM sales increased $6.5
million or 61.9%, and SPS sales increased $2.6 million or 6.4%. The
Sati Group sales for the quarter in 1997 was approximately $3.5
million. The net decrease in TCS sales was principally due to reduced
sales of stored-value telephone cards ($12.3 million).

Cost of goods sold increased $4.2 million or 7.8%.  As a percentage of
sales, cost of goods was 66.3% in 1997 as compared to 62.4% in the
1996 period.  This increase is primarily attributable to additional
fixed costs associated with the expanded manufacturing capacity in
Brazil.  Cost of goods sold can be impacted by the mix of product
sold.  The product mix in any given period is not indicative of the
expected product mix in future periods.

Selling and administrative expenses decreased $2.1 million (15.2%)
from 1996. The decrease was primarily due to decreases in commissions,
compensation and other cost reductions.  As a percentage of sales
selling and administrative expenses were 13.6% in 1997, as compared to
16.2% in 1996.

Depreciation expense increased $0.3 million, primarily due to the
expansion of manufacturing capacity.

Interest expense increased $1.0 million in 1997, primarily due to debt
in Brazil to fund increased manufacturing capacity.
<PAGE>
<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF   
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS - continued

Foreign translation losses, net, are a result of the translation of
Brazilian local currency financial statements into US dollars.

Other income, net, increased $0.5 million, due to increased interest
income and a decrease in other expenses.

The cumulative tax provision is calculated using an estimated annual
effective income tax rate at the end of each reporting period. The
rate is reviewed and adjusted periodically to reflect changes in
estimates by tax jurisdictions in regulations, rates, deductibility of
expenses, utilization of tax credits, potential tax exposures, and
state and local taxes. Reductions in liabilities for taxes no longer
required considerably impacted the estimated annual effective income
tax rate.

Minority interest in 1997 and 1996 represents the 22.5% minority
interest in ABNB, and in 1996 also included a 45% minority interest in
LM.

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

LIQUIDITY AND CAPITAL RESOURCES

Operating cash flows increased $4.0 million for the nine months ended
September 30, 1997 as compared to the same period in 1996 (before
changes in operating assets and liabilities) primarily as a result of
increased earnings and higher depreciation and amortization partially
offset by reduced non-cash minority interest charges.  The increase in
certain non-cash charges, such as depreciation and amortization, is
due mainly to the LM and Sati Group acquisitions and increased capital
expenditures in the prior year.

Operating assets and liabilities also affected cash flows.  The net
decrease in operating cash flows from such changes of $1.7 million, in
the nine months ended September 30, 1997 as compared to the same
period in 1996 primarily due to the timing of accounts receivable
collections and payments of accounts payable and accrued expenses.

Investing activities for the nine months ended September 30, 1997
included $5.5 million primarily for an acquisition in Brazil of the
leading manufacturer of personalized financial transaction cards.  The
acquisition did not have a significant effect on the Company's results
of operations.  The reduced level of capital expenditures in the 1997
period reflected the completion of the expansion of manufacturing
capacity in Brazil.

Financing activities for the nine months ended September 30, 1997
included the issuance of a Zero Coupon Convertible Subordinated
Debenture, exercise of warrants and stock options, increased debt
payments, reduced borrowings and an increased dividend payment to
ABNB's minority shareholder.

At September 30, 1997, the Company had approximately $3.6 million in
cash and cash equivalents and marketable securities.  The Company's
subsidiaries, ABN and ABNH, are parties to a three-year, $20.0 million
revolving credit facility for general working capital and letters of
credit.  At September 30, 1997, the Company has approximately $13.3
million of availability under its Credit Facility before reductions
for $3.6 million of outstanding letters of credit and $3.2 million of
borrowings.  In November 1997, the Credit Agreement was amended
through May 1998, to increase the facility to $25.0 million and also
increase the current availability by $10.0 million.  In addition, LM
and the Sati Group had available unused lines of credit of
approximately $2.4 million and $1.4 million, respectively.<PAGE>
<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF   
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

LIQUIDITY AND CAPITAL RESOURCES - continued

The Company's long-term debt included $126.5 million of 10 3/8% Notes
outstanding, $65.0 million of 11 5/8% Notes outstanding, $57.8 million
of LM debt, $11.7 million of borrowings in Brazil, $9.5 million of the
Sati Group debt and $8.6 million of other debt.

The Company's Brazilian subsidiary has received an extension of its
current stored-value telephone card contract to November 1997. During
the extension period, a proposal will be submitted for a two-year
supply contract beginning December 1, 1997.

Management of the Company believes that cash flows from operations
together with cash balances and availability of funds under its and
its subsidiaries credit facilities and asset sales will be sufficient
to service debt and fund capital expenditures for the foreseeable
future.  The Company also believes that it and its subsidiaries
possess sufficient unused debt capacity and access to debt and equity
markets to pursue additional acquisition opportunities and meet
extraordinary working capital needs as they arise.

TAX LAW CHANGES

As a result of Brazilian tax legislation, effective for 1996, the 15%
dividend withholding tax on earnings after 1995 was eliminated.
Additionally, in 1996, tax legislation was passed which permits
Brazilian companies to elect, subject to certain limitations, to
deduct dividends in computing taxable income; however, there is a 15%
withholding tax on dividends distributed in this manner. The statutory
tax rate in Brazil is approximately 33%.

Reference is made to the Company's Annual Report on Form 10-K for the
year ended December 31, 1996 "Liquidity and Capital Resources."

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

LIQUIDITY AND CAPITAL RESOURCES - concluded

IMPACT OF INFLATION

Reference is made to the Company's Form 10-K for the year ended
December 31, 1996 "Impact of Inflation." 

In 1994, the Brazilian government introduced a new currency as part of
the government's economic stabilization program designed to reduce the
country's hyper-inflation. As a result of this program, the inflation
rate has decreased substantially to approximately 6.0% for the first
nine months of 1997, 10% for 1996 and 23% for 1995 as compared to 941%
for 1994.  The Company translates ABNB's financial statements as if
ABNB were operating in a hyperinflationary economy.  Currently, gains
and losses resulting from translation and transactions are determined
using a combination of current and historical rates and are reflected
in earnings. If inflation rates in Brazil remain at current levels,
the method of translating ABNB's financial statements will be changed
in the fourth quarter of 1997 to the method used to translate LM's
financial statements, with such gains and losses reflected in a
separate component of equity.  The Company's domestic, LM's and the
Sati Group's operations are not significantly affected by inflation.
ABNB sales for the first nine months of 1997 and for 1996 contributed
43% and 56%, respectively, of the Company's consolidated sales.

The Company has from time to time reorganized and restructured, and
may in the future reorganize and restructure, its foreign operations
based on certain assumptions about the various tax laws (including
capital gains and withholding tax), foreign currency exchange and
capital repatriation laws and other relevant laws of a variety of
foreign jurisdictions.
<PAGE>
<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF   
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RECENT DEVELOPMENTS

Due to market conditions, the Company's previously announced
refinancing of outstanding indebtedness has been postponed.  The
Company determined that the opportunity to refinance its long term
debt at advantageous lower interest rates was not available and is
considering alternative financing proposals.  While the Company and
its advisors continue to consider alternatives, there can be no
assurance that prevailing interest rates will be attractive or whether
the Company and the underwriters will complete a refinancing
transaction.  In connection with the anticipated refinancing described
above, the Company entered into certain Treasury interest rate
agreements in October 1997 that will result in a pre tax loss of
approximately $2.3 million.  The loss will be recorded in the fourth
quarter of 1997.  Additionally, in connection with the anticipated
refinancing described above, the Company announced a cash tender offer
for its 11 5/8% Notes due in 2002.  The tender offer is conditional
based on the consummation of the refinancing, and will expire unless
extended by the Company on November 14, 1997.


SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

Certain statements in this Form 10-Q and in certain documents
incorporated by reference herein constitute "forward-looking"
statements within the meaning of the Private Securities Litigation
Reform Act of 1995 (the "Reform Act").  Such "forward-looking"
statements involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or
achievements of the Company, or industry results, to be materially
different from any future results, performance, or achievements
expressed or implied by such "forward-looking" statements.  Such
factors are more fully described in the Company's Annual Report on
Form 10-K for the year ended December 31, 1996 which should be
considered in connection with a review of this report.


<PAGE>
<PAGE>

PART II  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

The Company has reached a settlement in Vladimir v. United States
Banknote Corporation, et al., the class action pending in the United
States District Court for the Southern District of New York, pursuant
to a Stipulation of Class Action Settlement executed on June 17, 1997. 
On September 30, 1997, the Court approved the settlement dismissing
the action, with prejudice.  The settlement terms provide that the
Company deposit into escrow by December 1, 1997 $500,000, plus
interest from July 1, 1997, or $800,000 thereafter, the remainder to
be contributed by the Company's insurers.

On November 1, 1994, the Company filed an action against Thomas De La
Rue, AG ("DLR") and its parent, De La Rue Plc in New York State
Supreme Court, which in December 1994 was removed to the United States
District Court for the Southern District of New York.  The complaint
alleges breach of contract in connection with the 1993 purchase of the
Company's Brazilian subsidiary from DLR and seeks approximately $1.5
million in damages.  DLR has asserted approximately $400,000 in
counterclaims.  On September 17, 1997, the Court denied DLR's motions
for summary judgement, ruling the contract language ambiguous, and
directed as an issue for the jury whether the Company may pierce the
corporate veil and proceed with its claims against DLR's parent, De La
Rue, Plc.  A trial is expected to be scheduled for late 1997 or early
1998.

On November 2, 1994, Thomas De La Rue AG v. United States Banknote
Corporation, et al. was commenced in the United States District Court
for the Southern District of New York.  DLR seeks approximately $4.0
million in connection with its claims.  On September 30, 1997, the
Court denied DLR's motion that sought to have the jury verdict which
has been vacated by virtue of the Court's approval of the settlement
in the Vladimir Class Action given collateral estoppel effect in DLR's
breach of representation claim against the Company which decision DLR
has appealed to the Second Circuit Court of Appeals.

Reference is made to the Company's Annual Report on Form 10-K for the
year ended December 31, 1996.


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

(a) Exhibits:
Exhibit
Number

 4.1  Amendment to Credit Agreement dated as of November 14, 1997
      among American Bank Note Company and American Bank Note
      Holographics, Inc., the Company and The Chase Manhattan 
      Bank as Agent and Lender        **

10.1  Amendment to Long-Term Performance Plan for 
      Key employees adopted June 11, 1997       **

 27   Article 5  Financial Data Schedule     **

                     **  Filed electronically herewith


(b)   Reports on Form 8-K 
          Form 8-K filed September 25, 1997 - Item 5 - Other Events
          Form 8-K filed October 9, 1997 - Item 5 - Other Events
          Form 8-K filed October 24, 1997 - Item 5 - Other Events
          Form 8-K filed October 29, 1997 - Item 5 - Other Events
          Form 8-K filed November 4, 1997 - Item 5 - Other Events
          Form 8-K filed November 7, 1997 - Item 5 - Other Events
          Form 8-K filed November 10, 1997 - Item 5 - Other Events
          Form 8-K filed November 10, 1997 - Item 5 - Other Events


                             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, 1997<PAGE>
<PAGE>

                           Exhibit Index




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

 4.1  Amendment to Credit Agreement dated as of November 14, 1997
      among American Bank Note Company and American Bank Note
      Holographics, Inc., the Company and The Chase Manhattan 
      Bank as Agent and Lender 

10.1  Amendment to Long-Term Performance Plan for 
      Key employees adopted June 11, 1997

 27   Article 5  Financial Data Schedule