SCHEDULE 14A INFORMATION
  Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act
  of 1934
  
  
  Filed by the Registrant[X]
  Filed by a Party other than the Registrant[  ]
  
  Check the appropriate box:
  [  ] Preliminary Proxy Statement
  [  ] Confidential, for Use of the Commission Only (as permitted by Rule   
     14a-6(e)(2))
  [X] Definitive Proxy Statement
  [  ] Definitive Additional Materials
  [  ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12
  
  CHYRON CORPORATION
  (Name of Registrant as Specified In Its Charter)
  
  
  (Name of Person(s) Filing Proxy Statement, if other than the Registrant)
  
  Payment of Filing Fee (Check the appropriate box):
  [X] No fee required.
  
  1) Title of each class of securities to which transaction applies:
    
  2) Aggregate Number of securities to which transaction applies:
  
  3) Per unit price or other underlying value of transaction computed pursuant
  to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is 
  calculated and state how it was determined):
  
  4) Proposed maximum aggregate value of transaction:
  
  5) Total fee paid:
  
  [ ] Fee paid previously with preliminary materials.
  [ ] Check box if any part of the fee is offset as provided by Exchange Act
  Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
  paid previously.  Identify the previous filing by registration statement
  number, or the Form or Schedule and the date of its filing.
  
  1) Amount Previously Paid:
  
  2) Form, Schedule or Registration Statement No.:
  
  3) Filing Party:
  
  4) Date Filed:
  
  
  
  CHYRON CORPORATION
  5 Hub Drive
  Melville, New York 11747
  (516) 845-2000
  
  
  April 7, 1999
  
  
  Dear Shareholders:
  
  On behalf of the Board of Directors and management of Chyron Corporation
  (the "Company"), I cordially invite you to attend the Annual Meeting of
  Shareholders to be held on Wednesday, May 12, 1999, at 9:30 a.m., at Loews
  New York Hotel, located at 569 Lexington Avenue, New York,  New York 10022.
  
  The matters to be acted upon at the meeting are fully described in the
  attached Notice of Annual Meeting of Shareholders and Proxy Statement.  In
  addition, the directors and executive officers of the Company will be
  present to respond to any questions that you may have.  Accompanying  the
  attached Proxy Statement is the Company's Annual Report for 1998.  This
  report describes the financial and operational activities of the Company.
  
  Whether or not you plan to attend the annual meeting, please complete, sign
  and date the enclosed proxy card and return it in the accompanying envelope
  as promptly as possible.  If you attend the Annual Meeting, and I hope you
  will, you may vote your shares in person even if you have
  previously mailed in a proxy card.
  
  We look forward to greeting our shareholders at the meeting.
  
  Sincerely,
  
  
  
  /s/Edward Grebow
  Edward Grebow
  President, Chief Executive Officer
  and Director
  
  
  CHYRON CORPORATION
  5 Hub Drive
  Melville, New York 11747
  
  
  NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
  TO BE HELD ON MAY 12, 1999
  
  
  TO THE SHAREHOLDERS OF
  CHYRON CORPORATION:
  
  NOTICE IS HEREBY GIVEN that the Annual Meeting of Shareholders (the "Annual
  Meeting") of Chyron Corporation, a New York corporation (hereinafter
  "Company"), will be held at Loews New York Hotel, located at 569 Lexington
  Avenue, New York, New York 10022, on Wednesday, May 12, 1999, at 9:30 a.m.,
  for the following purposes:
  
  1.   To elect nine (9) directors of the Company to hold office until the
       next Annual Meeting or until their respective successors are duly
       elected and qualified;
  
  2.   To consider and act upon a proposal to adopt the Chyron 1999
       Incentive Compensation Plan (the "Incentive Compensation Plan" or
       "the 1999 Plan"); and
  
  3.   To transact such other business as may properly come before the
       meeting or any adjournments thereof.
  
  The Board of Directors has fixed the close of business on March 24, 1999 as
  the record date for the determination of shareholders entitled to notice of,
  and to vote at, the Annual Meeting or any adjournments thereof. 
  Representation of at least a majority of all outstanding shares of Common
  Stock is required to constitute a quorum.  Accordingly, it is important that
  your stock be represented at the meeting.  The list of shareholders entitled
  to vote at the Annual Meeting will be available for examination by any
  shareholder at the Company's offices at 5 Hub Drive, Melville, New York,
  11747, for ten (10) days prior to May 12, 1999.
  
  Whether or not you plan to attend the Annual Meeting, please complete, date
  and sign the enclosed proxy card and mail it promptly in the self-addressed
  envelope enclosed for your convenience.  You may revoke your proxy at
  anytime before it is voted.  
  
  By Order of the Board of Directors,
  
  
  
  
  /s/Daniel I. DeWolf
  Daniel I. DeWolf,
  Secretary
  
  Melville, New York
  April 7, 1999
  
  
  YOUR VOTE IS IMPORTANT, ACCORDINGLY, WE URGE YOU TO DATE, SIGN AND RETURN
  THE ENCLOSED PROXY CARD REGARDLESS OF WHETHER YOU PLAN TO ATTEND THE
  MEETING.
  
  
  CHYRON CORPORATION
  
  TABLE OF CONTENTS
  
  
                                               Page
  
  
  INFORMATION CONCERNING VOTE                       1
  
  ELECTION OF THE BOARD OF DIRECTORS                2
  
  EXECUTIVE COMPENSATION AND OTHER INFORMATION      5
  
  COMPENSATION AND STOCK OPTION COMMITTEE 
  REPORT ON EXECUTIVE COMPENSATION                  10
  
  STOCK PERFORMANCE CHART                           11
  
  PROPOSAL TO ADOPT THE 1999 INCENTIVE 
  COMPENSATION PLAN                                 12
  
  OTHER MATTERS ARISING AT THE ANNUAL MEETING       13
  
  PRINCIPAL SHAREHOLDERS                            13
  
  INDEMNIFICATION OF DIRECTORS AND OFFICERS         16
  
  SHAREHOLDER PROPOSALS                             16
  
  COST OF SOLICITATION OF PROXIES                   16
  
  INDEPENDENT PUBLIC ACCOUNTANTS                    16
  
  SECTION 16(a) REPORTING DELINQUENCIES             17
  
  ANNUAL REPORT ON FORM 10-K                        17
  
  EXHIBIT 1                                         18
  
  
  CHYRON CORPORATION
  5 Hub Drive
  Melville, New York 11747
  
  
  PROXY STATEMENT
  
  For Annual Meeting of Shareholders
  to be Held on May 12, 1999
  
  Approximate Mailing Date of Proxy Statement and Form of Proxy: April 7,
  1999.
  
  INFORMATION CONCERNING VOTE
  
  General
  
  This Proxy Statement and the enclosed form of proxy are furnished in
  connection with the solicitation of proxies by the Board of Directors of
  Chyron Corporation, a New York corporation (hereinafter, the "Company"), for
  use at the annual meeting of shareholders to be held on Wednesday, May 12,
  1999, at 9:30 a.m., and at any and all adjournments thereof (the "Annual
  Meeting"), with respect to the matters referred to in the accompanying
  notice.  The Annual Meeting will be held at Loews New York Hotel, located
  at 569 Lexington Avenue, New York, New York 10022.
  
  Voting Rights and Outstanding Shares
  
  Only shareholders of record at the close of business on March 24, 1999 are
  entitled to notice of and to vote at the Annual Meeting.  As of the close
  of business on March 12, 1999, 32,058,026 shares of common stock, par value
  $.01 per share (the "Common Stock"), of the Company were issued and
  outstanding.  Each share of Common Stock entitles the record holder thereof
  to one (1) vote on all matters properly brought before the Annual Meeting.
  
  Revocability of Proxies
  
  A shareholder who executes and mails a proxy in the enclosed return envelope
  may revoke such proxy at any time prior to its use by notice in writing to
  the Secretary of the Company, at the above address, or by revocation in
  person at the Annual Meeting.  Unless so revoked, the shares represented by
  duly executed proxies received by the Company prior to the Annual Meeting
  will be presented at the Annual Meeting and voted in accordance with the
  shareholder's  instructions  marked thereon.  If no instructions are marked
  thereon, proxies will be voted (1) FOR the election as directors of the
  nominees named below under the caption "ELECTION OF THE BOARD OF 
  DIRECTORS," and (2) FOR the adoption of the Company's 1999 Incentive
  Compensation Plan as discussed under the caption "PROPOSAL TO ADOPT THE 1999
  INCENTIVE COMPENSATION PLAN."  In their discretion, the proxies are
  authorized to consider and vote upon such matters incident to the conduct
  of the Annual Meeting and upon such other business matters or proposals as
  may properly come before the Annual Meeting that the Board of Directors of
  the Company does not know a reasonable time prior to this solicitation will
  be presented at the Annual Meeting.
  
  Voting Procedures
  
  All votes shall be tabulated by the inspector of elections appointed for the
  Annual Meeting, who shall separately tabulate affirmative and negative
  votes, abstentions and broker non-votes.  The presence of a quorum for the
  Annual Meeting, defined here as a majority of the votes entitled to be cast
  at the Annual Meeting, is required.  Votes withheld from director nominees
  and abstentions will be counted in determining whether a quorum has been
  reached.  Broker-dealer non-votes are not counted for quorum purposes.
  
  
  Assuming a quorum has been reached, a determination must be made as to the
  results of the vote on each matter submitted for shareholder approval. 
  Director nominees must receive a plurality of the votes cast at the Annual
  Meeting, which means that a vote withheld from a particular nominee or
  nominees will not affect the outcome of the Annual Meeting.  The adoption
  of the Company's 1999 Incentive Compensation Plan must be approved by a
  majority of the votes cast at the Annual Meeting. Abstentions are not
  counted in determining the number of votes cast in connection with the
  adoption of the Company's Incentive Compensation Plan.
  
  
  ELECTION OF THE BOARD OF DIRECTORS
  
  The Board of Directors has nominated nine (9) persons to be elected as
  Directors at the Annual Meeting and to hold office until the next annual
  meeting or until their successors have been duly elected and qualified.  It
  is intended that each proxy received by the Company will be voted FOR the
  election, as directors of the Company, of the nominees listed below, unless
  authority is withheld by the shareholder executing such proxy.  Shares may
  not be voted cumulatively.  Each of such nominees has consented to being
  nominated and to serve as a director of the Company if elected.  If any
  nominee should become unavailable for election or unable to serve, it is
  intended that the proxies will be voted for a substitute nominee designated
  by the Board of Directors.  At the present time, the Board of Directors
  knows of no reason why any nominee might be unavailable for election or
  unable to serve.  The proxies cannot be voted for a greater number of
  persons than the number of nominees named herein.
  
  THE BOARD OF DIRECTORS RECOMMENDS A VOTE IN FAVOR OF THIS PROPOSAL.
  
  Director Nominees
  
  The following table sets forth certain information with respect to the
  nominees for directors:
  
  Name                      Company Position and    Director of the
                            Offices Held            Company Since
  
  Charles M. Diker          Director, Member of
                            the Audit Committee,
                            Member of the 
                            Compensation and Stock 
                            Option Committee        September, 1995
  
  Joseph A. Flaherty        Director                October, 1998
  
  Edward Grebow             President and Chief
                            Executive Officer,
                            Director                June, 1997
  
  Donald P. Greenberg       Director                September, 1996
  
  Roger Henderson           Executive Vice President,
                            Director                February, 1999
  
  Alan J. Hirschfield       Director, Member of
                            the Audit Committee     July, 1995
  
  Wesley W. Lang, Jr.       Director, Member of 
                            the Compensation and
                            Stock Option
                            Committee               July, 1995
  
  Eugene M. Weber           Director, Member of 
                            the Audit Committee     July, 1995
  
  Michael I. Wellesley-Wesley   Chairman of the Board, 
                            Member of the Compensation 
                            and Stock Option 
                            Committee               May, 1995
  
  Charles M. Diker, age 64, is a non-managing principal with the investment
  management company of Weiss, Peck & Greer, L.L.C. ("Weiss, Peck & Greer")
  and has been associated with such company since 1976. Mr. Diker is the
  Chairman of the Board of Directors of Cantel Industries, Inc. ("Cantel"),
  a manufacturer of infection control equipment and distributor of diagnostic
  devices.  Mr. Diker is also a member of the Board of Directors of Data
  Broadcasting Corporation ("DBC"),  a provider of various financial data and
  proprietary information, BeautiControl Cosmetics, Inc., an international
  direct sales skin care, cosmetics, health and image company,  International
  Specialty Products Inc., a manufacturer of specialty chemicals, and AMF
  Bowling Inc., an operator of bowling centers.
  
  Joseph A. Flaherty, age 68, is Senior Vice President, Technology for CBS
  Corporation, where he is responsible for new television technologies. He has
  held such position since 1990. He has been a major force behind the
  development and introduction of digital TV and HDTV in the U.S., and directs
  all CBS national and international technical standard activities.  This
  election marks his first to a corporate board of directors.  Dr. Flaherty
  is a frequent lecturer on television technology and has published over 100
  technical articles.
  
  Edward Grebow, age 49, is President and Chief Executive Officer of the
  Company and has held such positions since June 1997.  Prior to joining
  Chyron, Mr. Grebow was President of TELE-TV Systems, a joint venture of Bell
  Atlantic, NYNEX and Pacific Telesis, from July 1995 through June 1997.  From
  February 1988 to July 1995 Mr. Grebow was Senior Vice President Operations
  and Administration at CBS, Inc.  Prior to his position at CBS, Inc., Mr.
  Grebow  served as Executive Vice President of the Bowery Savings Bank from
  1985 to 1988 and Vice President of  JP Morgan & Co. Inc. from 1972 to 1985. 
  Mr. Grebow is a member of the Board of Trustees of The George Washington
  University.
  
  Donald P. Greenberg, age 65, is the Jacob Gould Schurman Professor of
  Computer Graphics and Founding Director, Program of Computer Graphics, at
  Cornell University.  He has been a professor at Cornell University since
  1968.  He is also a member of the Board of Directors of DBC and PCA
  International, an operator of portrait studios.
  
  Roger Henderson, age 42, is Executive Vice President of the Company and has
  held such position since May 1996.  He also serves as the Managing Director
  of Pro-Bel since April 1996.  From 1987 to March 1996, he was Software
  Director of Pro-Bel and Managing Director of Pro-Bel Software Ltd.
  
  Alan J. Hirschfield, age 63,  is Co-Chairman of the Board of Directors and
  Co-Chief Executive Officer of DBC and has held such positions since June
  1992. Prior to his current positions, he served as Chief Executive Officer
  of Twentieth Century-Fox Film Corp., from 1980 to 1985, and Columbia
  Pictures Entertainment Inc., from 1973 to 1978.  Mr. Hirschfield is also a
  member of the Board of Directors of Cantel.  
  
  Wesley W. Lang, Jr., age 41, is a Managing Director with the investment
  management company of Weiss, Peck & Greer, L.L.C. and has been associated
  with such company since 1985.  Weiss, Peck & Greer manages, directly or
  indirectly, the following funds:  WPG Corporate Development Associates IV,
  L.L.C., WPG PE Fund Advisor, L.P. and WPG Venture Partners III, L.P. These
  funds are shareholders of the Company.
  
  Eugene M. Weber, age 48, is the President of Bluewater Capital Management,
  Inc., an investment consulting firm.  From 1994 to 1995, Mr. Weber was an
  independent consultant to Westpool Investment Trust plc, a shareholder of
  the Company and from 1983 to 1994 he was with Weiss, Peck & Greer, L.L.C.,
  becoming a partner in 1987.
  
  Michael I. Wellesley-Wesley, age 46, is Chairman of the Board of Directors
  and formerly held the position of Chief Executive Officer of the Company
  from July 1995 through June 1997. From 1992 until 1995, he was a Director
  and Executive Vice President of DBC and from 1990 until 1992 he was a
  consultant to that corporation's predecessor.  Mr. Wellesley-Wesley was an
  executive director of Stephen Rose & Partners Ltd., a London-based
  investment banking firm, from 1980 to 1990. 
  
  Committees of the Board of Directors and Meeting Attendance
  
  The Board of Directors held six (6) meetings during fiscal year 1998.  The
  Board of Directors appointed a Compensation and Stock Option Committee (the
  "Compensation Committee") and an Audit Committee. Each director attended at
  least 75% of the meetings of the Board of Directors and the committees on
  which he served.
  
  The Compensation Committee is authorized to review and make recommendations
  to the Board of Directors on all matters regarding the remuneration of the
  Company's executive officers, including the administration of the Company's
  compensation plans.  The current members of the Committee are Messrs. Diker, 
  Lang and Wellesley-Wesley.  The Committee held two (2) meetings during
  fiscal year 1998.
  
  The Audit Committee is responsible for making recommendations  to the Board
  of Directors as to the selection of the Company's independent auditor,
  maintaining communication between the Board and the independent auditor,
  reviewing the annual audit report submitted by the independent auditor and
  determining the nature and extent of problems, if any, presented by such
  audit warranting consideration by the Board.  The current members of the
  Audit Committee are Messrs. Diker, Hirschfield and Weber.  The Committee
  held two (2) meetings during fiscal year 1998.
  
  
  Executive Officers
  
  In addition to Messrs. Grebow and Henderson, the executive officers of the
  Company are as follows:
  
  Roi Agneta - Executive Vice President, age 52.  Mr. Agneta was appointed
  Executive Vice President of Strategic Planning in May 1996.  From October
  1995 to May 1996, Mr. Agneta was Vice President of the Company.  From 1974
  to 1993, he held several executive management positions at the Company,
  including Vice President of Engineering and Corporate Marketing.  From 1993
  to October 1995, he held several senior management positions with Dynatech
  Corporation's Video Group, including General Manager, Production Business
  Unit.
  
  Dawn R. Johnston - Senior Vice President and Chief Financial Officer, age
  46.  Ms. Johnston joined the Company in September 1998 as the Company's
  Senior Vice President and Chief Financial Officer.  Prior to joining Chyron,
  she held the position of  Vice President of Finance at Cardion, Inc., a
  Siemens Company, from 1996-1998. From 1993 to 1996, she was the Chief
  Financial Officer at Frequency Electronics, Inc. From 1983 to 1993 she was
  a Senior Audit Manager with PricewaterhouseCoopers.
  
  James M. Paul - Senior Vice President, Human Resources, age 55.   Mr. Paul
  joined the Company as Senior Vice President, Human Resources in October
  1997.  From February 1995 through September 1997 he held the position of
  Senior Vice President, Human Resources with TELE-TV.  From 1993 to 1995, Mr.
  Paul was Human Resource Director for Bell Atlantic Information and Video
  Services. From 1975 to 1993 he held several management positions at PRC
  Inc., a subsidiary of Black and Decker Corporation, including Vice
  President, Human Resource Policy and Programs and Vice President of Human
  Resources for the Commercial and International Group.
  
  EXECUTIVE COMPENSATION AND OTHER INFORMATION
  
  
  Summary Compensation Table 
  
  The following table sets forth the cash and noncash compensation awarded to
  or earned by all Chief Executive Officers who served in that position during
  fiscal year 1998 and, the most highly compensated executive officers of the
  Company who held such positions at the end of fiscal year 1998, and received
  in excess of $100,000 in annual salary and bonus.
  
  
  Summary Compensation Table 
  
  
  
    Annual Compensation(1)                  Long Term Compensation  
                                      
  Name and Principal Position             Securities                           
                                          Underlying     All Other
  Year             Salary        Bonus    Options(2)  Compensation(3)
  
  Edward Grebow
  President, CEO and Director
  1998             $400,000   $103,500 (4)    50,000       $11,331
  1997              215,385    105,000       700,000           474
  
  Roi Agneta
  Executive Vice President, Strategic Planning
  1998              164,066     23,000        20,000         3,305
  1997              158,146     30,000        20,000         2,195
  1996              156,105     31,320        50,000         1,021
  
  Roger Henderson
  Executive Vice President, Managing Director Pro-Bel and Director
  1998              154,284     31,025 (5)    35,000
  1997              131,040     26,200        25,000
  1996               88,329     16,900        50,000
  
  James M. Paul
  Senior Vice President, Human Resources
  1998              150,000     24,000        25,000         1,137
  
  
  
  (1) Other Annual Compensation has been excluded since such amounts do not
  exceed the lesser of $50,000 or 10% of the total annual base salary and
  bonus disclosed in this table for the respective officer.
  (2) 1998 excludes any previously issued options that were canceled and
  reissued on December 14, 1998 pursuant to the Board Resolution.
  (3) All other compensation includes Company contributions under the
  Company's 401(k) plan. In addition, for Mr. Grebow includes amounts paid
  with respect to term life insurance of $10,301 for 1998.
  (4) For 1998, one half of Mr. Grebow's bonus was paid in 28,463 shares of
  restricted stock and the balance of $51,750 was paid in cash.
  (5) For 1998, one tenth of Mr. Henderson's bonus was paid in 1,550 shares
  of restricted stock and the balance of $27,923 was paid in cash.
  
  
  Stock Option Grants
  
  Set forth below is information on grants of stock options under the
  Company's 1995 Long-Term Incentive Plan (the "1995 Plan") for the named
  executive officers for the period January 1, 1998 to December 31, 1998.
  
  
                                Individual Grants(1)           Grant Value
                                   Percent of
                    Number of        Total
                   Securities      Options                           Grant
                   Underlying   Granted to    Exercise                Date
                      Options Employees in       Price Expiration  Present
                   Granted(2)  Fiscal Year   Per Share       Date    Value
  
  Edward Grebow        50,000         7.5%       $2.00   10/28/08  $43,500
  Roi Agneta           20,000         3.0%       $2.00   10/28/08   17,400
  Roger Henderson      35,000         5.2%       $2.00   10/28/08   30,450
  Dawn R. Johnston     25,000         3.7%       $2.00   10/28/08   21,750
  James M. Paul        25,000         3.7%       $2.00   10/28/08   21,750
  
  (1) Excludes any previously issued options that were canceled and reissued
  on December 14, 1998 pursuant to the Board resolution.
  
  (2) All options reported above were awarded under the 1995 Plan.  The
  Company has not granted any stock appreciation rights.
  
  "Grant Date Present Value" is determined under the Black-Scholes  pricing
  model, a widely recognized method of determining the present value of
  options.  The factors used in this model are as follows:  stock price -
  $2.00; exercise price - $2.00; dividend yield - 0.0%; volatility -50%;
  risk-free rate of return - 4.13% and option terms of 4-5 years. The actual
  value, if any, an executive officer may realize will depend on the extent
  to which conditions as to exercisability of the option are satisfied and the
  excess of the stock price over the exercise price on the date the option is
  exercised.  There is no assurance that the value realized by an executive
  officer will be consistent with the value estimated by the Black-Scholes
  model.  The estimated values under the model are based on assumptions
  regarding interest rates, stock price volatility and future dividend yield. 
  The model is used for valuing market traded options and is not directly
  applicable to valuing stock options granted under the 1995 Plan which cannot
  be transferred.
  
  The purpose of the 1995 Plan, among other things, was to retain and motivate
  key employees by enabling such employees to own shares of company stock.
  During 1998, however, it was determined that the objectives of the plan were
  not being achieved due to the fact that all stock options that were then
  outstanding had an exercise price greater than the market value of the
  common stock. Therefore, the Compensation Committee believed that it was in
  the best interests of the Company to cancel the stock options that were
  previously granted and to issue new stock options in a manner that will
  incentivize such employees. Therefore, on December 14, 1998, pursuant to a
  board resolution, the Company offered certain option holders (including the
  executive officers) who held stock options issued prior to September 30,
  1998, and were current employees of the Company, the opportunity to exchange
  those existing options (which ranged in exercise price from $2.50 to
  $16.125) for new options.  As a result, options to purchase approximately
  0.9 million shares of Common Stock were reissued with the following terms:
  (a) fifty percent of such new stock options were granted with an exercise
  price equal to the higher of (i) the closing price of the Common Stock on
  December 14, 1998, or (ii) the average closing price of the Common Stock for
  the 90 trading days prior to December 14, 1998 (the "Repricing Formula");
  all of such stock options have a term of ten years and shall vest in equal
  installments over three years, commencing on December 15, 1999; and (b) the
  remaining fifty percent of such new stock options were granted with an
  exercise price in accordance with the Repricing Formula; all of such stock
  options also have a term of ten years but such stock options shall vest in
  their entirety on December 15, 2003; provided, however, that such options
  shall vest earlier upon the occurrence of the following: (i) one-third of
  such stock options shall vest if the Company reports an earnings per share
  of at least $0.16 in any given fiscal year ("Base Year"), (ii) an additional
  one-third of such stock options shall vest if the Company reports an
  earnings per share of at least $0.20 in any fiscal year subsequent to the
  Base Year (the "Second Year"), and (iii) the final one-third of such stock
  options shall vest if the Company reports earnings per share of $0.25 in any
  fiscal year subsequent to the Second Year.
  
  In addition, pursuant to the Board resolution, the options previously
  granted to Mr. Grebow were canceled and reissued with the following terms:
  (a) 250,000 options with an exercise price in accordance with the Repricing
  Formula that vest in three equal installments on the date of the grant and
  on the first and second anniversary of the date of grant; (b) 250,000
  options with an exercise price in accordance with the Repricing formula that
  will vest in their entirety on the fifth anniversary of the date of the
  grant provided, however, that such options shall vest earlier upon the
  occurrence of the following: (i) one-third if the Company reports earnings
  per share of at least $0.16 in any given fiscal year ("Base Year"), (ii) an
  additional one-third if the Company reports earnings per share of at least
  $0.20 in any given fiscal year subsequent to the Base Year (the "Second
  Year"), and (iii) the final one-third if the Company reports earnings per
  share of at least $0.25 in any given fiscal year subsequent to the Second
  Year; (c) 200,000 options at $2.00 per share that will vest in their
  entirety on the fifth anniversary of the date of the grant provided,
  however, as long as Mr. Grebow is an employee of the Company, that such
  options shall vest earlier as follows: (i) 100,000 of such options if the
  average closing price per share of Common Stock of the Company as reported
  by the New York Stock Exchange ("NYSE") for any consecutive 30 trading days
  is $3.333 or greater; (ii) the remaining 100,000 options shall vest if the
  average closing price per share of Common Stock of the Company as reported
  by the NYSE for any consecutive 30 trading days is $4.444 or greater; or
  (iii) all 200,000 options (or any unvested options) if the Company's
  earnings per share from operations for any fiscal year equals or exceeds
  $0.66.  All of such options have a term of ten years.
  
  
                         Option Repricing
  
                   Number of      Market  Exercise                 Length of
                  securities    price of  price of           original option
                  underlying    stock at  stock at       New  term remaining
                     options     time of   time of  exercise      at date of
  Date              repriced   repricing repricing     price       repricing
  
  Edward Grebow
  12/14/98           500,000      $ 2.00   $ 4.250      $ 2.125   77 months
                     200,000      $ 2.00   $ 4.250      $ 2.000   77 months
  
  Roi Agneta
  12/14/98            50,000      $ 2.00   $ 5.625      $ 2.125   24 months
                      20,000      $ 2.00   $ 5.375      $ 2.125  107 months
  
  Roger Henderson
  12/14/98            50,000      $ 2.00   $ 5.875      $ 2.125   39 months
                      25,000      $ 2.00   $ 5.375      $ 2.125  107 months
  
  James M. Paul
  12/14/98            25,000      $ 2.00   $ 5.375      $ 2.125  107 months
  
  
  Pension Plans
  
  The Company maintains a domestic, qualified non-contributory defined benefit
  pension plan (the "U.S. Pension Plan") for all employees of Chyron
  Corporation. Under the U.S. Pension Plan, a participant retiring at normal
  retirement age receives a pension benefit equal to the sum of: (i) 25% of
  his or her average monthly total compensation up to the level of social
  security covered compensation plus 38% of such earnings in excess of social
  security covered earnings for years of service prior to July 1, 1998 and
  (ii) 32% of his or her average monthly base compensation up to the level of
  social security covered compensation plus 48% of such earnings in excess of
  social security covered earnings for years of service subsequent to July 1,
  1998.  A participant's  average monthly compensation is his or her monthly
  compensation averaged during the five consecutive years during the ten-year
  period prior to his or her termination that produces the highest average
  monthly compensation.
  
  Participants in the U.S. Pension Plan vest according to the following
  schedule:
  
  Employees Hired Prior to      Employees Hired On or After 
  July 1, 1998                  July 1, 1998
  
  Years of Service    Amount Vested  Years of Service    Amount Vested
  
  Less than 2          0%             Less than 5          0%
  2                   20%             5 or more          100%
  3                   40%
  4                   60%
  5 or more          100%
  
  As of December 31, 1998, the number of years of service for the named
  executive officers is as follows: Mr. Grebow, 1 year; Mr. Agneta, 3 years;
  Ms. Johnston, 0 years; and Mr. Paul, 1 year.
  
  The following table shows the aggregate annual benefits under the U.S.
  Pension Plan as now in effect that would be currently payable to
  participants retiring at age sixty-five on a single-life basis under various
  assumptions as to salary and years of service.  Benefits under the U.S.
  Pension Plan are payable in the form of a monthly, lifetime annuity
  commencing on the later of normal retirement age or the participant's date
  of retirement, or, at the participant's election, in a lump sum or
  installment payments.  The amounts shown reflect the level of social
  security covered compensation for a participant reaching age sixty-five in
  1998.  In addition, the participant is entitled to receive social security
  benefits.  The Employee Retirement Income Security Act of 1974 and the
  Internal Revenue Code of 1986, as amended, limit the annual retirement
  benefit that may be paid out of funds accumulated under a qualified pension
  plan.  The current maximum annual benefit payable under the U.S. Pension
  Plan is $130,000.  This maximum is proportionately reduced for years of plan
  participation less than ten. Compensation in excess of $160,000 may not be
  taken into account in the determination of benefits under the U.S. Pension
  Plan.
  
  
  U.S. Pension Plan Table
  
  Highest Consecutive Five-Year    Years of Credited Service at
  Average Compensation During      Retirement at Age 65
  the Last Ten Years of Employment
  
                                 10          20          30          35
  $ 50,000                 $  5,400     $10,900     $16,300     $19,000
  $100,000                  $12,300     $24,600     $36,900     $43,000
  $150,000                  $19,100     $38,300     $57,400     $67,000
  $160,000                  $20,500     $41,000     $61,600     $71,800
  
  The Company's U.K. subsidiary, Pro-Bel, has a non-contributory defined
  benefit pension plan (the "U.K. Pension Plan") covering all permanent
  employees of Pro-Bel.  Under the U.K. Pension Plan, a participant retiring
  after working 40 years with Pro-Bel will receive 66.66% of his or her basic
  earnings averaged over the last thirty-six (36) months of employment in
  addition to the U.K.'s basic and earnings related pension.  Under U.K.
  legislation, benefits vest on a pro rata basis following completion of two
  (2) years membership.  Spouses' pension of 50% of the members pension are
  payable on the death of the plan member whether in service or following
  retirement. As of December 31, 1998, Mr. Henderson, a participant in the
  U.K. Pension Plan, has 20 years of credited service.
  
  
  Directors' Compensation
  
  Directors of the Company who are also salaried officers or employees of the
  Company do not receive special or additional compensation for serving on the
  Board of Directors or any of its committees.  Each director who is not a
  salaried officer or employee of the Company receives an annual fee of
  $5,000, plus $1,000 for attending each meeting of the Board of Directors and
  $500 for attending each committee meeting. In addition, each non-employee
  director receives options, to purchase 5,000 shares of Common Stock at an
  exercise price equal to the market value on the last trading day of each
  July.
  
  
  Employment Contracts and Termination of Employment
  and Change-In-Control Arrangements
  
  The Company has an employment agreement with Mr. Edward Grebow, President
  and Chief Executive Officer.  The agreement runs until June 4, 2000 and
  contains an automatic renewal provision for successive one (1) year terms
  unless terminated by the Company or Mr. Grebow.  Mr. Grebow currently
  receives a base salary of $414,000 and is eligible to receive an additional
  bonus of up to 50% of his base salary, of which $50,000 is guaranteed.  If
  the agreement is terminated with cause then Mr. Grebow is entitled only to
  receive that portion of his base salary and guaranteed bonus owed through
  date of termination.  If he is terminated without cause prior to the end of
  the first two years of employment, Mr. Grebow is entitled to a severance
  payment equal to eighteen months of his base salary plus the pro-rata
  portion of his guaranteed bonus for such period and additionally, all
  options granted to Mr. Grebow that have not vested at date of termination
  shall immediately vest.  If the agreement is terminated without cause or Mr.
  Grebow resigns for good reason during the third-year of the employment term, 
  Mr. Grebow is entitled to receive a severance payment equal to his entire
  base salary and the pro-rata portion of his guaranteed bonus for a period
  of twelve months and all options granted which have not vested at the date
  of termination shall immediately vest.  In the event of a change-in control
  of the Company, the Company shall pay Mr. Grebow all compensation due under
  his employment agreement through the remainder of the employment term and
  all options that were not vested shall vest immediately.  The agreement also
  contains certain restrictions on competition.
  
  The Company has an employment agreement with Mr. Roger Henderson, Executive
  Vice President and Managing Director, Pro-Bel, which is in effect until
  November 30, 2001. Under the agreement, Mr. Henderson is entitled to receive
  a base salary of 102,000 British pounds sterling ($170,000 at the exchange
  rate at December 31, 1998). If the agreement is terminated with cause,  Mr.
  Henderson is entitled only to receive that portion of his base salary owed
  through date of termination.  If the agreement is terminated without cause,
  Mr. Henderson is entitled to receive his salary through November 30, 2001.
  If the contract is not renewed upon expiration, Mr. Henderson is entitled
  to twelve months of salary. The agreement also contains certain restrictions
  on competition.  
  
  The Company has an employment agreement with Mr. Paul, Senior Vice
  President, Human Resources, which runs until June 30, 2001.  Mr. Paul is
  entitled to receive an annual base salary of $150,000 and is eligible for
  a bonus of up to 20% of his base salary subject to the achievement of
  certain annual performance criteria which can be increased at the discretion
  of the Chief Executive Officer. If the agreement is terminated with cause, 
  Mr. Paul is entitled only to receive that portion of his base salary owed
  through date of termination. If the agreement is terminated without cause,
  Mr. Paul will be entitled to his base salary and bonus for the lesser of
  eighteen months or the balance of his employment term.  In addition, all
  options granted which have not vested at the date of termination shall
  immediately vest. The agreement also contains certain restrictions on
  competition. 
  
  
  COMPENSATION AND STOCK OPTION COMMITTEE
  REPORT ON EXECUTIVE COMPENSATION
  
  
  It is the duty of the Compensation Committee to develop, administer, and
  review the Company's compensation plans, programs, and policies, to monitor
  the performance and compensation of executive officers and other key
  employees and to make appropriate recommendations and reports to the Board
  of Directors relating to executive compensation.
  
  The Company's compensation program is intended to motivate, retain and
  attract management, linking incentives to financial performance and enhanced
  shareholder value.  The program's fundamental philosophy is to tie the
  amount of compensation "at risk" for an executive to his or her contribution
  to the Company's success in achieving superior performance objectives.
  
  The compensation program currently consists of two components:  (1) a base
  salary and (2) the potential for an annual cash bonus of up to 50% of base
  salary for the Chief Executive Officer, and up to 25% of base salary for the
  other executive officers, based upon the satisfaction of certain performance
  criteria set annually by the Compensation Committee for each position.  The
  criteria may relate to overall Company performance, the individual
  executive's performance or a combination of the two, depending upon the
  particular position at issue.  The second component constitutes the "at
  risk" portion of the compensation program.  Additionally, employees
  (including executive officers) are eligible to receive awards pursuant to
  the Company's long-term incentive plan.
  
  All amounts paid or accrued during fiscal year 1998 under the
  above-described compensation program are included in the table found in the
  section captioned "Summary Compensation Table."
  
  
  
  The Compensation and Stock Option Committee
   
  Respectfully submitted,
  
  Charles M. Diker, Wesley W. Lang, Jr., and
  Michael I. Wellesley-Wesley
  
  April 7, 1999
  
  
  STOCK PERFORMANCE CHART
  
  The following chart compares the yearly percentage change in the cumulative
  total shareholder return on the Common Stock during the five fiscal years
  ended December 31, 1998 with the cumulative total return on the Russell 2000
  Index and a peer group selected by the Company consisting of businesses
  engaged in supplying equipment to the broadcast and video industry.  The
  comparison assumes $100 was invested on December 31, 1993 in the Common
  Stock and in each of the foregoing indices and assumes reinvestment of
  dividends.
  
  The businesses included in the Company-selected peer group are: Avid
  Technology Inc., Carlton Communications Plc, Leitch Technology Corp.,
  Philips Electronics NV,  Sony Corp., Tektronix Inc.   The returns of each
  component issuer in the foregoing group have been weighted according to the
  respective issuer's stock market capitalization.  
  
  [PERFORMANCE CHART APPEARS HERE]
  
                                       Chyron    Peer Group   Russell 2000
  
  December 31, 1993                      $100          $100           $100
  Year ended December 31, 1994             73           118             98
  Year ended December 31, 1995            400           133            126
  Year ended December 31, 1996            418           147            147
  Year ended December 31, 1997            215           201            180
  Year ended December 31, 1998             91           188            179
  
  On February 7, 1997 the Company effected a one-for-three reverse stock split
  of its Common Stock. The table above reflects the one-for-three reverse
  stock split. On March 12, 1999, 32,058,026 shares of Common Stock were
  outstanding.
  
  
  PROPOSAL TO ADOPT THE 1999 INCENTIVE COMPENSATION PLAN
  
  Upon recommendation of the Board of Directors of the Company, the Board is
  hereby submitting to the shareholders of the Company for their approval the
  proposed adoption of the 1999 Incentive Compensation Plan. The proposed plan
  is included as Exhibit 1.  The principal features of the Plan are described
  below.
  
  
  THE BOARD OF DIRECTORS RECOMMENDS A VOTE IN FAVOR OF THIS PROPOSAL.
  
  Summary of the Plan
  
  The purpose of the 1999 Plan is to assist the Company in attracting,
  retaining, and rewarding high-quality executives, employees, directors and
  other persons who provide services to the Company, enabling such persons to
  acquire or increase a proprietary interest in the Company and to strengthen
  the mutuality of interests between such persons and to provide annual and
  long-term incentives to expend their maximum efforts in the creation of
  shareholder value.  The 1999 Plan will be administered by the Compensation
  Committee, consisting of two or more members of the Board of Directors
  appointed by the Board. The 1999 Plan does not limit the availability of
  awards to any particular class or classes of Eligible Employees.  If an
  award were to lapse or rights to an award otherwise were to terminate, the
  shares subject to the award would be available for future awards to the
  extent permitted by applicable federal securities laws. Awards granted under
  the Plan are not transferable, except in the event of the participant's
  death. In the event of a change in control, a right to exercise that was not
  previously exercisable and vested shall become fully exercisable and vested
  at the time of change in control. The total number of shares reserved and
  available for delivery in connection with awards under the Plan shall be
  1,500,000 plus the number of shares remaining available under the 1995 Plan.
  
  Awards to Eligible Employees under the Plan will be made in the form of
  stock options, stock appreciation rights ("SARs"), restricted stock,
  restricted stock units ("RSUs") and annual incentive and performance awards.
  A non-employee director will automatically be granted options at the close
  of business on the last trading day of each July. The Compensation
  Committee, in its sole discretion, designates whom is eligible to receive 
  awards, determines the form of each award, determines the number of shares
  of stock subject to each award, establishes the exercise price of each award
  and such other terms and conditions applicable to the award as the
  Compensation Committee deems appropriate.
  
  Stock option awards can be either incentive or non-incentive.  In either
  case, the exercise price of the option would not be less than the fair
  market value of the underlying shares as of the date the award is granted. 
  Options would become exercisable at such times as may be established by the
  Compensation Committee when granting the award. No stock option could be
  exercised more than ten years after the date the option is granted.
  
  A SAR allows the holder, upon exercise, to receive the excess of  the fair
  market value of one share of Common Stock of the Company on the date of
  exercise over the grant price of the SAR. The Compensation Committee shall
  determine the circumstances under which a SAR may be exercised, the month
  of exercise and method of settlement.  SARs may be awarded independently or
  in tandem with other awards.
  
  Restricted stock awards are awards of shares subject to such restrictions
  as to transferability and risk of forfeiture as imposed by the Compensation
  Committee, which restrictions may lapse separately under such circumstances
  such as achievement of performance goals and/or future service requirements.
  Except to the extent restricted under the terms of the 1999 Plan, any
  employee granted restricted stock shall have all the rights of a shareholder
  including the right to vote and receive dividends.
  
  The Compensation Committee is authorized to grant RSUs to participants which
  are rights to receive stock, cash, or a combination thereof at the end of
  a specified deferral period. The Compensation Committee is also authorized
  to grant stock as a bonus or to grant stock in lieu of obligations to pay
  cash under the 1999 Plan or under other compensatory arrangements.
  
  The Board of Directors of the Company may amend or terminate the 1999 Plan
  at any time without the consent of shareholders, except that any amendment
  or alteration to the Plan shall be subject to the approval of the
  Corporation's shareholders not later than the annual meeting next following
  such Board action if such shareholder approval is required by any federal
  or state law or regulation or the rules of any stock exchange, provided
  that, without the consent of an affected Participant, no such Board action
  may materially and adversely affect the rights of such Participant under any
  previously granted and outstanding award.
  
  
  OTHER MATTERS ARISING AT THE ANNUAL MEETING
  
  The matters referred to in the Notice of Annual Meeting and described in
  this Proxy Statement are, to the knowledge of the Board of Directors, the
  only matters that will be presented for consideration at the Annual Meeting. 
  If any other matters should properly come before the Annual Meeting, the
  persons appointed by the accompanying proxy will vote on such matters in
  accordance with their best judgment pursuant to the discretionary authority
  granted to them in the proxy.
  
  PRINCIPAL SHAREHOLDERS
  
  Security Ownership of Certain Beneficial Owners
  
  The following table sets forth, as of March 16, 1999, certain information
  about all persons who, to the Company's knowledge, were beneficial owners
  of 5% or more of Common Stock of the Company(1).
  
  Name and Address of              Amount and Nature of  Percent of
  Beneficial Owner              Beneficial Ownership(2) Class(2)(3)
  
  Philip Greer (4)                           10,367,965      32.02%
  Weiss, Peck & Greer, L.L.C.
  555 California Street
  San Francisco, California 94104
  
  WPG Corporate Development                   6,112,095      18.90%
  Associates IV, L.L.C.(5)                                         
  One New York Plaza
  New York, New York 10004
  
  WPG PE Fund Advisor, L.P.(6)                6,112,095      18.90%
  One New York Plaza
  New York, New York 10004
  
  London Merchant Securities plc(7)           3,541,596      11.00%
  Carlton House
  33 Robert Adam Street
  London, W1M 5AH
  England
  
  WPG Venture Partners III, L.P.(8)           2,781,675       8.65%
  555 California Street
  San Francisco, California 94104
  
  Gill Cogan (9)                              2,781,675       8.65%
  Weiss, Peck & Greer, L.L.C.
  555 California Street
  San Francisco, California 94104
  
  
  Security Ownership of Management
  
  The following table sets forth, as of March 16, 1999, certain information
  with respect to the beneficial ownership of each class of the Company's
  equity securities by each director  and the named executive officer of the
  Company and all directors and executive officers of the Company as a
  group(1).
  
  
  Name of                          Amount and Nature of  Percent of
  Beneficial Owner              Beneficial Ownership(2) Total(2)(3)
  
  Wesley W. Lang(10)                      7,601,290        23.54%
  
  Michael I. Wellesley-Wesley(11)         2,912,462         9.08%
  
  Charles M. Diker(12)                      545,941         1.70%
  
  Alan J. Hirschfield(13)                   506,513         1.56%
  
  Edward Grebow(14)                         223,061             *
  
  Roger Henderson(15)                        36,298             *
  
  Eugene M. Weber(16)                        34,109             *
  
  James M. Paul(17)                          12,500             *
  
  Donald P. Greenberg(18)                    11,666             *
  
  Roi Agneta                                  2,198             *
  
  Joseph Flaherty                             1,000             *
  
  Dawn R. Johnston                                0             *
  
  
  
  All directors and executive            11,887,038        36.53%
  officers as a group                                            
  (12 persons)                                                   
  
  
  * Less than one percent (1%).
  
  (1)  These tables are based upon information supplied by Schedules 13D and
       13G, if any, filed with the Securities and Exchange Commission (the
       "SEC").  Unless otherwise indicated in the footnotes to the table and
       subject to the community property laws where applicable, each  of the
       shareholders  named in this table has sole voting and investment 
       power with respect to the shares shown as beneficially owned by
       him/her.  Applicable percentage of ownership is based on 32,058,026
       shares of Common Stock, which were outstanding on March 12, 1999.
  
  (2)  Beneficial  ownership is determined in accordance with the rules of
       the SEC.  In computing the number of shares beneficially owned by  a
       person and the percentage of ownership of that person, shares of
       Common Stock subject to options held by that person that are
       currently  exercisable or exercisable within 60 days of March  12,
       1999 are deemed outstanding.  To the Company's knowledge, except as
       set forth  in the footnotes to this table and subject to applicable
       community property laws, each person named in the table has sole
       voting and investment power with respect to the shares set forth
       opposite such person's name.
  
  (3)  In calculating the percent of the outstanding shares of Common Stock,
       all shares issuable on exercise of stock options held by the
       particular beneficial owner that are included in the column to the
       left of this column are deemed to be outstanding.  
  
  (4)  Mr. Greer is a General Partner of WPG PE Fund Advisor, L.P. ("PEA"),
       WPG Venture Partners III, L.P. ("WPGVP") and WPG Private Equity
       Partners Overseas, L.P. ("PEPO").  PEPO serves as the General Partner
       of WPG Corporate Development Associates IV (Overseas), L.P. ("CDAO")
       which beneficially owns 1,474,204 shares (which includes 45,832
       shares which may be acquired upon the conversion of presently
       convertible debentures).   Mr. Greer disclaims beneficial ownership
       of such shares, except to the extent of his interest in such
       entities.  
  
  (5)  Includes 188,564 shares which may be acquired upon the conversion of
       presently convertible debentures.
  
  (6)  PEA serves as the Fund Investment Advisor of  WPG Corporate
       Development Associates IV, L.L.C. ("CDA").  PEA disclaims beneficial
       ownership of such shares, except to the extent of its interest in
       CDA.
  
  (7)  Includes 2,403,123 shares beneficially owned by Westpool Investment
       Trust plc and 1,138,473 shares beneficially owned by Lion Investments
       Limited (of which 75,020 shares and 35,685 shares, respectively, may
       be acquired upon the conversion of presently convertible debentures). 
       These entities are wholly owned subsidiaries of London Merchant
       Securities plc.
  
  (8)  WPGVP serves as the Managing Member of WPG Enterprise Fund II, L.L.C.
       ("WPGEF") and Weiss, Peck & Greer Venture Associates III, L.L.C.
       ("WPGVA"), which beneficially own 1,518,494 and 1,263,181 shares,
       respectively (which include 46,634 and 39,334 shares, respectively,
       which may be acquired upon the conversion of presently convertible
       debentures). 
  
  (9)  Mr. Cogan is a General Partner of  WPGVP.  Mr. Cogan disclaims
       beneficial ownership of such shares, except to the extent of his
       interest in WPGVP.
  
  (10) Includes 14,999 shares that may be acquired upon the exercise of
       presently exercisable options.  Also Includes 7,586,298 shares
       beneficially owned by CDA, CDAO, PEA, and PEPO .   Mr. Lang is a
       General Partner of PEA and PEPO. Mr. Lang disclaims beneficial
       ownership of such shares (other than the options), except to the
       extent of his interests in such entities. 
  
  (11) Shares are directly owned by Paris Investments Limited, an entity of
       which Michael I. Wellesley-Wesley is the sole beneficiary.
  
  (12) Mr. Diker directly owns 450,127 shares of Common Stock and is the
       president of a Foundation which owns 40,000 shares of Common Stock. 
       Also includes 39,999 shares that may be acquired upon the exercise of
       presently exercisable options and 15,815 shares that may be acquired
       upon the conversion of presently convertible debentures.
  
  (13) Includes 14,999 shares that may be acquired upon the exercise of
       presently exercisable options and 15,408 shares that may be acquired
       upon the conversion of presently convertible debentures.
  
  (14) Includes 83,333 shares that may be acquired upon the exercise of
       presently exercisable options and 12,165 shares that may be acquired
       upon the conversion of presently convertible debentures.  Also
       includes 28,463 restricted shares granted as part of Mr. Grebow's
       1998 fiscal year bonus in lieu of cash, pursuant to the terms of the
       grant, such shares may not be sold for a period of one year from the
       date of grant.
  
  (15) Includes 1,158 shares as to which Mr. Henderson disclaims beneficial
       ownership.  Also includes 1,550 restricted shares granted as part of
       Mr. Henderson's 1998 fiscal year bonus in lieu of cash, pursuant to
       the terms of the grant, such shares may not be sold for a period of
       one year from the date of grant.
  
  (16) Includes 14,999 shares that may be acquired upon the exercise of
       presently exercisable options and 8,110 shares that may be acquired
       upon the conversion of presently convertible debentures.
  
  (17) Includes 12,500 shares that may be acquired upon the exercise of
       presently exercisable options.
  
  (18) Includes 11,666 shares that may be acquired upon the exercise of
       presently exercisable options.
  
  
  
  
  INDEMNIFICATION OF DIRECTORS AND OFFICERS
  
  The Company has entered into indemnity agreements with each of its directors
  and executive officers.  The indemnity agreements provide that directors and
  executive officers (the "Indemnities") will be indemnified and held harmless
  to the fullest possible extent permitted by law including against all
  expenses (including attorney's fees), judgments, fines, penalties and
  settlement amounts paid or incurred by them in any action, suit or
  proceeding on account of their services as director, officer, employee,
  agent or fiduciary of the Company or as directors, officers, employees or
  agents of any other company or entity at the request of the Company.  The
  Company will not, however, be obligated pursuant to the agreements to
  indemnify or advance expenses to an indemnified party with respect to any
  action (1) in which a judgment adverse to the Indemnitee establishes (a)
  that the Indemnitee's acts were committed in bad faith or were the result
  of active and deliberate dishonesty and, in either case, were material, or
  (b) that the Indemnitee personally gained in fact a financial profit or
  other advantage to which he or she was not legally entitled, or (2) which
  the Indemnitee initiated, prior to a change in control of the company,
  against the Company or any director or officer of the Company unless the
  Company consented to the initiation of such claim.  The indemnity agreements
  require a Indemnitee to reimburse the Company for expenses advanced only to
  the extent that it is ultimately determined that the director or executive
  officer is not entitled, under Section 723(a) of the New York Business
  Corporation Law and the indemnity agreement, to indemnification for such
  expenses.
  
  
  SHAREHOLDER PROPOSALS
  
  A shareholder of the Company who wishes to present a proposal for action at
  the Company's 2000 Annual Meeting of Shareholders must submit such proposal
  to the Company, in accordance with Rule 14-8 under the Securities Exchange
  Act of 1934. To be eligible for inclusion such proposal must be received by
  the Company, no later than December 8, 1999.
  
  COST OF SOLICITATION OF PROXIES
  
  The solicitation of proxies pursuant to this Proxy Statement is made by and
  on behalf of the Company's Board of Directors.  The cost of such
  solicitation will be paid by the Company.  Such cost includes the
  preparation, printing and mailing of the Notice of Annual Meeting, Proxy
  Statement, Annual Report and form of proxy.  The solicitation will be
  conducted principally by mail, although directors, officers and employees
  of the Company (at no additional compensation) may solicit proxies
  personally or by telephone or telegram.  Arrangements will be made with
  brokerage houses and other custodians, nominees and fiduciaries for the
  forwarding of proxy material to the beneficial owners of shares held of
  record by such fiduciaries, and the Company may reimburse such persons for
  their reasonable expenses in so doing.
  
  
  INDEPENDENT PUBLIC ACCOUNTANTS
  
  Representatives of PricewaterhouseCoopers LLP, which audited the Company's
  1996, 1997 and 1998 financial statements, are expected to be present at the
  Annual Meeting.  They will have the opportunity to make a statement if they
  so desire, and they are expected to be available to respond to appropriate
  questions.
  
  
  SECTION 16(a) REPORTING DELINQUENCIES
  
  Section 16(a) of the Securities and Exchange Act of 1934 requires the
  Company's directors and executive officers, and persons who beneficially own
  more than ten percent (10%) of a registered class of the Company's equity
  securities, to file with the SEC and The New York Stock Exchange reports of
  ownership and changes in ownership of Common Stock and other equity
  securities of the Company.  Executive officers, directors and greater than
  ten percent (10%) beneficial owners are required by SEC regulation to
  furnish the Company with copies of all Section 16(a) reports that they file. 
  Based solely upon a review of the copies of such reports furnished to the
  Company or written representations  that no other reports were required, 
  the Company believes that,  during fiscal year 1998, all filing requirements
  applicable to its executive officers, directors, and greater than ten
  percent (10%) beneficial owners were met except that Mr. Weber was late in
  filing one Form 4.
  
  
  ANNUAL REPORT ON FORM 10-K
  
  The Company will provide without charge to each person whose proxy is
  solicited, upon the written request of any such person, a copy of the
  Company's Annual Report on Form 10-K for the period January 1, 1998 through
  December 31, 1998, filed with the SEC, including the financial statements
  and the schedules thereto.  The Company does not undertake to furnish
  without charge copies of all exhibits to its Form 10-K, but will furnish any
  exhibit upon the payment of Twenty Cents ($0.20) per page or a minimum
  charge of Five Dollars ($5.00).  Such written requests should be directed
  to Ms. Judy Lane,  Chyron Corporation, 5 Hub Drive, Melville, New York
  11747.  Each such request must set forth a good faith representation that,
  as of March 24, 1999, the person making the request was a beneficial owner
  of securities entitled to vote at the Annual Meeting.  The Company
  incorporates herein the Annual Report by reference.
  
  By Order of the Board of Directors,
  
  
  
  
  /s/Daniel I. DeWolf
  Daniel I. DeWolf
  Secretary
  
  Melville, New York
  April 7, 1999