SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM 8-K

                                Current Report
                      Pursuant to Section 13 or 15(d) of
                      The Securities Exchange Act of 1934


               Date of Report (Date of earliest event reported):
                     December 18, 2002 (December 3, 2002)


                             M & F Worldwide Corp.
      ------------------------------------------------------------------
            (Exact Name of Registrant as specified in its Charter)

      Delaware                  001-13780                 02-0423416
  -----------------        --------------------    -----------------------
   (State or other        (Commission File No.)       (I.R.S. Employer
     jurisdiction                                    Identification No.)
   of incorporation)

       35 East 62nd Street                           10021
       New York, New York
       -------------------------          ------------------------------
       (Address of Principal                       (Zip Code)
       Executive Offices)

Registrant's telephone number, including area code:        (212) 572-8600

                                      N/A
      ------------------------------------------------------------------
         (Former name or former address, if changed since last report)



Item 2.           Acquisition or Disposition of Assets.

                  On July 26, 2002, the Company entered into a settlement
agreement (the "Settlement Agreement") pursuant to which the parties thereto
agreed to settle and dismiss a consolidated derivative and class action, In re
M & F Worldwide Corp. Shareholder Litigation (No. 18502), and a derivative
action, Furtherfield Partners, et al. v. Ronald O. Perelman (No. 19203),
relating to the acquisition by the Company of 7,320,225 shares of common
stock, par value $.01 per share, of Panavision Inc. (the "Shares"), a Delaware
corporation ("Panavision"), from PX Holding Corporation, a Delaware
corporation ("PX Holding").

                  The Delaware Court of Chancery approved the Settlement
Agreement on October 1, 2002 and entered a Final Order and Judgment in Civil
Action No. 18502 on that date, and a Final Order and Judgment in Civil Action
No. 19203 on October 28, 2002. The terms of the Settlement Agreement require
the parties thereto to undertake certain actions (as described below) within
ten business days of Final Approval of the Settlement Agreement, as that term
is defined therein. As no party to Civil Action Nos. 18502 and 19203 filed an
appeal, Final Approval occurred on November 27, 2002.

                  In connection with the Settlement Agreement, on December 3,
2002 (the "Closing Date"), PX Holding, the Company and PVI Acquisition Corp.,
a Delaware Corporation ("PVI Acquisition") and a direct wholly owned
subsidiary of the Company, entered into a letter agreement (the "Common Stock
Letter Agreement"), pursuant to which PX Holding purchased the Shares from PVI
Acquisition for an aggregate consideration consisting of (i) 1,500,000 shares
of common stock, par value $.01 per share, of the Company ("M & F Worldwide
Common Stock"), (ii) 6,182,153 shares of Series B Non-Cumulative Perpetual
Participating Preferred Stock, par value $.01 per share of the Company ("M & F
Worldwide Series B Preferred Stock"), and (iii) $80,000,000 in cash. In
addition, on the Closing Date, Mafco Holdings and the Company entered into a
letter agreement (the "Preferred Stock Letter Agreement"), pursuant to which
Mafco Holdings Inc., a Delaware corporation ("Mafco Holdings"), delivered
666,667 shares of M & F Worldwide Series B Preferred Stock to the Company in
exchange for (i) 1,381,690 shares of Series A Non-Cumulative Perpetual
Participating Preferred Stock, par value $.01 per share, of Panavision (the
"Panavision Series A Preferred Stock"), and (ii) $976,250 in cash.

                  In addition, the following agreements were also entered into
in connection with the Settlement Agreement:

                  (i)      The Company and Panavision entered into a letter
                           agreement (the "1998 Registration Rights
                           Termination Letter Agreement"), dated as of the
                           Closing Date, terminating the Registration Rights
                           Agreement, dated as of June 5, 1998, as amended on
                           December 21, 2001, between such parties (formerly
                           between Panavision and PX Holding), pursuant to
                           which the Company had received registration rights
                           with regard to the Shares and certain shares of
                           Panavision Series A Preferred Stock;

                  (ii)     The Company and PX Holding entered into a letter
                           agreement (the "PX Holding-M & F Worldwide
                           Termination Agreement"), dated as of the Closing
                           Date, terminating the Registration Rights
                           Agreement, dated as of April 19, 2001, as amended
                           on December 21, 2001, between such parties,
                           pursuant to which PX Holding had received
                           registration rights with regard to certain shares
                           of M & F Worldwide Common Stock and M & F Worldwide
                           Series B Preferred Stock;

                  (iii)    The Company and Ronald O. Perelman entered into a
                           letter agreement (the "M & F Worldwide-Perelman
                           Termination Agreement"), dated as of the Closing
                           Date, terminating the letter agreement, dated as of
                           April 19, 2001, between such parties;

                  (iv)     The Company and Mafco Holdings entered into a
                           letter agreement (the "M & F Worldwide-Mafco
                           Termination Agreement"), dated as of the Closing
                           Date, terminating the letter agreement, dated as of
                           April 19, 2001, between such parties;

                  (v)      The Company and Panavision entered into a letter
                           agreement (the "M & F Worldwide-Panavision
                           Termination Agreement"), dated as of the Closing
                           Date, terminating any obligations relating to the
                           letter, dated as of April 19, 2001, between such
                           parties;

                  (vi)     The Company and Mafco Holdings entered into a
                           letter agreement (the "M & F Worldwide-Mafco Call
                           Termination Agreement"), dated as of the Closing
                           Date, terminating the letter agreement, dated as of
                           June 27, 2002, between such parties;

                  (vii)    The Company and Mafco Holdings entered into a
                           letter agreement (the "Mafco-M & F Worldwide Note
                           Letter Agreement"), dated as of the Closing Date,
                           pursuant to which Mafco Holdings will purchase from
                           the Company a $6,700,000 promissory note issued by
                           Panavision to the Company, in connection with
                           Panavision's acquisition of Las Palmas Production,
                           Inc., for an aggregate purchase price of $6,700,000
                           in cash;

                  (viii)   The Company, Mafco Holdings and Panavision entered
                           into an amendment ("Amendment No. 1") to the
                           Instrument of Assignment and Assumption, dated as
                           of July 1, 2002, by and between the Company and
                           Panavision (the "Instrument of Assignment and
                           Assumption"), pursuant to which Mafco Holdings, M &
                           F Worldwide and the Company will amend the
                           Instrument of Assignment and Assumption to make
                           Mafco Holdings a co-indemnitor of the Company with
                           respect to any liabilities to the former
                           shareholders of Las Palmas Productions, Inc.; and

                  (ix)     The Company, Mafco Holdings and Pneumo Abex
                           Corporation, a Delaware corporation and an indirect
                           subsidiary of the Company ("Pneumo Abex"), entered
                           into a letter agreement (the "Mafco-Pneumo Abex
                           Corporation Letter Agreement") pursuant to which
                           Mafco Holdings (or its wholly owned subsidiary)
                           will purchase from Pneumo Abex $11,420,000
                           principal amount of 9-5/8% Senior Subordinated
                           Discount Notes Due 2006 of Panavision on which
                           there is approximately $372,498 of accrued and
                           unpaid interest, for an aggregate purchase price of
                           $4,735,798 in cash.

                  Upon the closing of the transactions described herein, (i)
PVI Acquisition was merged with and into the Company pursuant to Section 253
of the General Corporation Law of the State of Delaware and (ii) the Company
canceled the Certificate of Designations, Powers, Preferences and Rights of
the M & F Worldwide Series B Preferred Stock.

Item 7.           Financial Statements, Pro Forma Financial Information and
                  Exhibits.

         (a)      Not applicable.

         (b)      Pro Forma Financial Information--The following pro forma
                  financial information is included in this report:

                  (1)      Unaudited pro forma condensed balance sheet as of
                           September 30, 2002, and the unaudited pro forma
                           condensed statement of income for the nine months
                           ended September 30, 2002.

                  (2)      Unaudited pro forma condensed statement of income
                           for the year ended December 31, 2001.

         (c)      Exhibits.

                  The following Exhibits are filed as part of this report:

         Exhibit 99.1      Unaudited pro forma condensed balance sheet as
                           of September 30, 2002, and the unaudited pro forma
                           condensed statements of income for the nine month
                           period ended September 30, 2002, and the year ended
                           December 31, 2001

         Exhibit 99.2      Common Stock Letter Agreement, dated as of
                           December 3, 2002, by and between PX Holding
                           Corporation and M & F Worldwide Corp.

         Exhibit 99.3      Preferred Stock Letter Agreement, dated as of
                           December 3, 2002, by and between PX Holding
                           Corporation and M & F Worldwide Corp.

         Exhibit 99.4      1998 Registration Rights Termination Letter
                           Agreement, dated as of December 3, 2002, by and
                           between M & F Worldwide Corp. and Panavision Inc.

         Exhibit 99.5      PX Holding-M & F Worldwide Termination
                           Agreement, dated as of December 3, 2002, by and
                           between PX Holding Corporation and M & F Worldwide
                           Corp.

         Exhibit 99.6      M & F Worldwide-Perelman Termination
                           Agreement, dated as of December 3, 2002, by and
                           between Ronald O. Perelman and M & F Worldwide
                           Corp.

         Exhibit 99.7      M & F Worldwide-Mafco Termination Agreement,
                           dated as of December 3, 2002, by and between Mafco
                           Holdings Inc. and M & F Worldwide Corp.

         Exhibit 99.8      M & F Worldwide-Panavision Termination
                           Agreement, dated as of December 3, 2002, by and
                           between Panavision Inc. and M & F Worldwide Corp.

         Exhibit 99.9      M & F Worldwide-Mafco Call Termination
                           Agreement, dated as of December 3, 2002, by and
                           between Mafco Holdings Inc. and M & F Worldwide
                           Corp.

         Exhibit 99.10     Mafco-M & F Worldwide Note Letter Agreement,
                           dated as of December 3, 2002, by and between Mafco
                           Holdings Inc. and M & F Worldwide Corp.

         Exhibit 99.11     Amendment No. 1 to the Instrument of
                           Assignment and Assumption, dated as of December 3,
                           2002, by and between Mafco Holdings Inc., M & F
                           Worldwide Corp and Panavision Inc.

         Exhibit 99.12     Mafco-Pneumo Abex Corporation Letter
                           Agreement, dated as of December 3, 2002, by and
                           between Mafco Holdings Inc., M & F Worldwide Corp
                           and Pneumo Abex Corporation

         Exhibit 99.13     Press Release, dated December 3, 2002



                                   SIGNATURE

                  Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this Report to be signed on its behalf
by the undersigned hereunto duly authorized.

Date:  December 18, 2002



                                               M & F WORLDWIDE CORP.


                                               By:    /s/  Glenn P. Dickes
                                                      ----------------------
                                                      Name:  Glenn P. Dickes
                                                      Title:    Secretary

                                            EXHIBIT INDEX
Exhibit No.          Document

Exhibit 99.1         Unaudited pro forma condensed balance sheet as of
                     September 30, 2002, and the unaudited pro forma condensed
                     statements of income for the nine month period ended
                     September 30, 2002, and the year ended December 31, 2001

Exhibit 99.2         Common Stock Letter Agreement, dated as of December 3,
                     2002, by and between PX Holding Corporation and M & F
                     Worldwide Corp.

Exhibit 99.3         Preferred Stock Letter Agreement, dated as of December 3,
                     2002, by and between PX Holding Corporation and M & F
                     Worldwide Corp.

Exhibit 99.4         1998 Registration Rights Termination Letter Agreement,
                     dated as of December 3, 2002, by and between M & F
                     Worldwide Corp. and Panavision Inc.

Exhibit 99.5         PX Holding-M & F Worldwide Termination Agreement, dated
                     as of December 3, 2002, by and between PX Holding
                     Corporation and M & F Worldwide Corp.

Exhibit 99.6         M & F Worldwide-Perelman Termination Agreement, dated as
                     of December 3, 2002, by and between Ronald O. Perelman
                     and M & F Worldwide Corp.

Exhibit 99.7         M & F Worldwide-Mafco Termination Agreement, dated as of
                     December 3, 2002, by and between Mafco Holdings Inc. and
                     M & F Worldwide Corp.

Exhibit 99.8         M & F Worldwide-Panavision Termination Agreement, dated
                     as of December 3, 2002, by and between Panavision Inc.
                     and M & F Worldwide Corp.

Exhibit 99.9         M & F Worldwide-Mafco Call Termination Agreement, dated
                     as of December 3, 2002, by and between Mafco Holdings
                     Inc. and M & F Worldwide Corp.

Exhibit 99.10        Mafco-M & F Worldwide Note Letter Agreement, dated as of
                     December 3, 2002, by and between Mafco Holdings Inc. and
                     M & F Worldwide Corp.

Exhibit 99.11        Amendment No. 1 to the Instrument of Assignment and
                     Assumption, dated as of December 3, 2002, by and between
                     Mafco Holdings Inc., M & F Worldwide Corp and Panavision
                     Inc.

Exhibit 99.12        Mafco-Pneumo Abex Corporation Letter Agreement, dated as
                     of December 3, 2002, by and between Mafco Holdings Inc.,
                     M & F Worldwide Corp and Pneumo Abex Corporation

Exhibit 99.13        Press Release, dated December 3, 2002
[{"type": "8-K", "sequence": "1", "filename": "s703761.txt", "secsgml_size_bytes": 17025}]
{"company-data": {"conformed-name": "M & F WORLDWIDE CORP", "cik": "0000945235", "assigned-sic": "3728", "irs-number": "020423416", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-13780", "film-number": "02861604"}, "business-address": {"street1": "35 E 62ND ST", "city": "NEW YUORK", "state": "NY", "zip": "10021", "phone": "2125728600"}, "mail-address": {"street1": "35 EAST 62ND STREET", "city": "NEW YORK", "state": "NY", "zip": "10021"}}
SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM 8-K

                                Current Report
                      Pursuant to Section 13 or 15(d) of
                      The Securities Exchange Act of 1934

               Date of Report (Date of earliest event reported):
                     December 18, 2002 (December 3, 2002)

                             M & F Worldwide Corp.
      ------------------------------------------------------------------
            (Exact Name of Registrant as specified in its Charter)

      Delaware                  001-13780                 02-0423416
  -----------------        --------------------    -----------------------
   (State or other        (Commission File No.)       (I.R.S. Employer
     jurisdiction                                    Identification No.)
   of incorporation)

       35 East 62nd Street                           10021
       New York, New York
       -------------------------          ------------------------------
       (Address of Principal                       (Zip Code)
       Executive Offices)

Registrant's telephone number, including area code:        (212) 572-8600

                                      N/A
      ------------------------------------------------------------------
         (Former name or former address, if changed since last report)

Item 2.           Acquisition or Disposition of Assets.

                  On July 26, 2002, the Company entered into a settlement
agreement (the "Settlement Agreement") pursuant to which the parties thereto
agreed to settle and dismiss a consolidated derivative and class action, In re
M & F Worldwide Corp. Shareholder Litigation (No. 18502), and a derivative
action, Furtherfield Partners, et al. v. Ronald O. Perelman (No. 19203),
relating to the acquisition by the Company of 7,320,225 shares of common
stock, par value $.01 per share, of Panavision Inc. (the "Shares"), a Delaware
corporation ("Panavision"), from PX Holding Corporation, a Delaware
corporation ("PX Holding").

                  The Delaware Court of Chancery approved the Settlement
Agreement on October 1, 2002 and entered a Final Order and Judgment in Civil
Action No. 18502 on that date, and a Final Order and Judgment in Civil Action
No. 19203 on October 28, 2002. The terms of the Settlement Agreement require
the parties thereto to undertake certain actions (as described below) within
ten business days of Final Approval of the Settlement Agreement, as that term
is defined therein. As no party to Civil Action Nos. 18502 and 19203 filed an
appeal, Final Approval occurred on November 27, 2002.

                  In connection with the Settlement Agreement, on December 3,
2002 (the "Closing Date"), PX Holding, the Company and PVI Acquisition Corp.,
a Delaware Corporation ("PVI Acquisition") and a direct wholly owned
subsidiary of the Company, entered into a letter agreement (the "Common Stock
Letter Agreement"), pursuant to which PX Holding purchased the Shares from PVI
Acquisition for an aggregate consideration consisting of (i) 1,500,000 shares
of common stock, par value $.01 per share, of the Company ("M & F Worldwide
Common Stock"), (ii) 6,182,153 shares of Series B Non-Cumulative Perpetual
Participating Preferred Stock, par value $.01 per share of the Company ("M & F
Worldwide Series B Preferred Stock"), and (iii) $80,000,000 in cash. In
addition, on the Closing Date, Mafco Holdings and the Company entered into a
letter agreement (the "Preferred Stock Letter Agreement"), pursuant to which
Mafco Holdings Inc., a Delaware corporation ("Mafco Holdings"), delivered
666,667 shares of M & F Worldwide Series B Preferred Stock to the Company in
exchange for (i) 1,381,690 shares of Series A Non-Cumulative Perpetual
Participating Preferred Stock, par value $.01 per share, of Panavision (the
"Panavision Series A Preferred Stock"), and (ii) $976,250 in cash.

                  In addition, the following agreements were also entered into
in connection with the Settlement Agreement:

                  (i)      The Company and Panavision entered into a letter
                           agreement (the "1998 Registration Rights
                           Termination Letter Agreement"), dated as of the
                           Closing Date, terminating the Registration Rights
                           Agreement, dated as of June 5, 1998, as amended on
                           December 21, 2001, between such parties (formerly
                           between Panavision and PX Holding), pursuant to
                           which the Company had received registration rights
                           with regard to the Shares and certain shares of
                           Panavision Series A Preferred Stock;

                  (ii)     The Company and PX Holding entered into a letter
                           agreement (the "PX Holding-M & F Worldwide
                           Termination Agreement"), dated as of the Closing
                           Date, terminating the Registration Rights
                           Agreement, dated as of April 19, 2001, as amended
                           on December 21, 2001, between such parties,
                           pursuant to which PX Holding had received
                           registration rights with regard to certain shares
                           of M & F Worldwide Common Stock and M & F Worldwide
                           Series B Preferred Stock;

                  (iii)    The Company and Ronald O. Perelman entered into a
                           letter agreement (the "M & F Worldwide-Perelman
                           Termination Agreement"), dated as of the Closing
                           Date, terminating the letter agreement, dated as of
                           April 19, 2001, between such parties;

                  (iv)     The Company and Mafco Holdings entered into a
                           letter agreement (the "M & F Worldwide-Mafco
                           Termination Agreement"), dated as of the Closing
                           Date, terminating the letter agreement, dated as of
                           April 19, 2001, between such parties;

                  (v)      The Company and Panavision entered into a letter
                           agreement (the "M & F Worldwide-Panavision
                           Termination Agreement"), dated as of the Closing
                           Date, terminating any obligations relating to the
                           letter, dated as of April 19, 2001, between such
                           parties;

                  (vi)     The Company and Mafco Holdings entered into a
                           letter agreement (the "M & F Worldwide-Mafco Call
                           Termination Agreement"), dated as of the Closing
                           Date, terminating the letter agreement, dated as of
                           June 27, 2002, between such parties;

                  (vii)    The Company and Mafco Holdings entered into a
                           letter agreement (the "Mafco-M & F Worldwide Note
                           Letter Agreement"), dated as of the Closing Date,
                           pursuant to which Mafco Holdings will purchase from
                           the Company a $6,700,000 promissory note issued by
                           Panavision to the Company, in connection with
                           Panavision's acquisition of Las Palmas Production,
                           Inc., for an aggregate purchase price of $6,700,000
                           in cash;

                  (viii)   The Company, Mafco Holdings and Panavision entered
                           into an amendment ("Amendment No. 1") to the
                           Instrument of Assignment and Assumption, dated as
                           of July 1, 2002, by and between the Company and
                           Panavision (the "Instrument of Assignment and
                           Assumption"), pursuant to which Mafco Holdings, M &
                           F Worldwide and the Company will amend the
                           Instrument of Assignment and Assumption to make
                           Mafco Holdings a co-indemnitor of the Company with
                           respect to any liabilities to the former
                           shareholders of Las Palmas Productions, Inc.; and

                  (ix)     The Company, Mafco Holdings and Pneumo Abex
                           Corporation, a Delaware corporation and an indirect
                           subsidiary of the Company ("Pneumo Abex"), entered
                           into a letter agreement (the "Mafco-Pneumo Abex
                           Corporation Letter Agreement") pursuant to which
                           Mafco Holdings (or its wholly owned subsidiary)
                           will purchase from Pneumo Abex $11,420,000
                           principal amount of 9-5/8% Senior Subordinated
                           Discount Notes Due 2006 of Panavision on which
                           there is approximately $372,498 of accrued and
                           unpaid interest, for an aggregate purchase price of
                           $4,735,798 in cash.

                  Upon the closing of the transactions described herein, (i)
PVI Acquisition was merged with and into the Company pursuant to Section 253
of the General Corporation Law of the State of Delaware and (ii) the Company
canceled the Certificate of Designations, Powers, Preferences and Rights of
the M & F Worldwide Series B Preferred Stock.

Item 7.           Financial Statements, Pro Forma Financial Information and
                  Exhibits.

         (a)      Not applicable.

         (b)      Pro Forma Financial Information--The following pro forma
                  financial information is included in this report:

                  (1)      Unaudited pro forma condensed balance sheet as of
                           September 30, 2002, and the unaudited pro forma
                           condensed statement of income for the nine months
                           ended September 30, 2002.

                  (2)      Unaudited pro forma condensed statement of income
                           for the year ended December 31, 2001.

         (c)      Exhibits.

                  The following Exhibits are filed as part of this report:

         Exhibit 99.1      Unaudited pro forma condensed balance sheet as
                           of September 30, 2002, and the unaudited pro forma
                           condensed statements of income for the nine month
                           period ended September 30, 2002, and the year ended
                           December 31, 2001

         Exhibit 99.2      Common Stock Letter Agreement, dated as of
                           December 3, 2002, by and between PX Holding
                           Corporation and M & F Worldwide Corp.

         Exhibit 99.3      Preferred Stock Letter Agreement, dated as of
                           December 3, 2002, by and between PX Holding
                           Corporation and M & F Worldwide Corp.

         Exhibit 99.4      1998 Registration Rights Termination Letter
                           Agreement, dated as of December 3, 2002, by and
                           between M & F Worldwide Corp. and Panavision Inc.

         Exhibit 99.5      PX Holding-M & F Worldwide Termination
                           Agreement, dated as of December 3, 2002, by and
                           between PX Holding Corporation and M & F Worldwide
                           Corp.

         Exhibit 99.6      M & F Worldwide-Perelman Termination
                           Agreement, dated as of December 3, 2002, by and
                           between Ronald O. Perelman and M & F Worldwide
                           Corp.

         Exhibit 99.7      M & F Worldwide-Mafco Termination Agreement,
                           dated as of December 3, 2002, by and between Mafco
                           Holdings Inc. and M & F Worldwide Corp.

         Exhibit 99.8      M & F Worldwide-Panavision Termination
                           Agreement, dated as of December 3, 2002, by and
                           between Panavision Inc. and M & F Worldwide Corp.

         Exhibit 99.9      M & F Worldwide-Mafco Call Termination
                           Agreement, dated as of December 3, 2002, by and
                           between Mafco Holdings Inc. and M & F Worldwide
                           Corp.

         Exhibit 99.10     Mafco-M & F Worldwide Note Letter Agreement,
                           dated as of December 3, 2002, by and between Mafco
                           Holdings Inc. and M & F Worldwide Corp.

         Exhibit 99.11     Amendment No. 1 to the Instrument of
                           Assignment and Assumption, dated as of December 3,
                           2002, by and between Mafco Holdings Inc., M & F
                           Worldwide Corp and Panavision Inc.

         Exhibit 99.12     Mafco-Pneumo Abex Corporation Letter
                           Agreement, dated as of December 3, 2002, by and
                           between Mafco Holdings Inc., M & F Worldwide Corp
                           and Pneumo Abex Corporation

         Exhibit 99.13     Press Release, dated December 3, 2002

                                   SIGNATURE

                  Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this Report to be signed on its behalf
by the undersigned hereunto duly authorized.

Date:  December 18, 2002

                                               M & F WORLDWIDE CORP.

                                               By:    /s/  Glenn P. Dickes
                                                      ----------------------
                                                      Name:  Glenn P. Dickes
                                                      Title:    Secretary

                                            EXHIBIT INDEX
Exhibit No.          Document

Exhibit 99.1         Unaudited pro forma condensed balance sheet as of
                     September 30, 2002, and the unaudited pro forma condensed
                     statements of income for the nine month period ended
                     September 30, 2002, and the year ended December 31, 2001

Exhibit 99.2         Common Stock Letter Agreement, dated as of December 3,
                     2002, by and between PX Holding Corporation and M & F
                     Worldwide Corp.

Exhibit 99.3         Preferred Stock Letter Agreement, dated as of December 3,
                     2002, by and between PX Holding Corporation and M & F
                     Worldwide Corp.

Exhibit 99.4         1998 Registration Rights Termination Letter Agreement,
                     dated as of December 3, 2002, by and between M & F
                     Worldwide Corp. and Panavision Inc.

Exhibit 99.5         PX Holding-M & F Worldwide Termination Agreement, dated
                     as of December 3, 2002, by and between PX Holding
                     Corporation and M & F Worldwide Corp.

Exhibit 99.6         M & F Worldwide-Perelman Termination Agreement, dated as
                     of December 3, 2002, by and between Ronald O. Perelman
                     and M & F Worldwide Corp.

Exhibit 99.7         M & F Worldwide-Mafco Termination Agreement, dated as of
                     December 3, 2002, by and between Mafco Holdings Inc. and
                     M & F Worldwide Corp.

Exhibit 99.8         M & F Worldwide-Panavision Termination Agreement, dated
                     as of December 3, 2002, by and between Panavision Inc.
                     and M & F Worldwide Corp.

Exhibit 99.9         M & F Worldwide-Mafco Call Termination Agreement, dated
                     as of December 3, 2002, by and between Mafco Holdings
                     Inc. and M & F Worldwide Corp.

Exhibit 99.10        Mafco-M & F Worldwide Note Letter Agreement, dated as of
                     December 3, 2002, by and between Mafco Holdings Inc. and
                     M & F Worldwide Corp.

Exhibit 99.11        Amendment No. 1 to the Instrument of Assignment and
                     Assumption, dated as of December 3, 2002, by and between
                     Mafco Holdings Inc., M & F Worldwide Corp and Panavision
                     Inc.

Exhibit 99.12        Mafco-Pneumo Abex Corporation Letter Agreement, dated as
                     of December 3, 2002, by and between Mafco Holdings Inc.,
                     M & F Worldwide Corp and Pneumo Abex Corporation

Exhibit 99.13        Press Release, dated December 3, 2002