SECURITIES AND EXCHANGE COMMISSION
                         WASHINGTON, D.C.  20549

                                FORM 8-K

                             CURRENT REPORT
                 Pursuant to Section 12, 13 or 15(d) of
                   THE SECURITIES EXCHANGE ACT OF 1934

     Date of Report (Date of earliest event reported):  June 3,
1996

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

                                DELAWARE
             (State of other jurisdiction of incorporation)

               1-3410                             13-0460520
       (Commission File Number)                  (IRS Employer   

                                              Identification No.)

          200 Park Avenue,
            New York, NY                          10166-4999
      (Address of principal                       (Zip Code)
        executive offices)

     Registrant's telephone number,
       including area code:                     (212) 557-9100


<PAGE>
Item 2.  Acquisition or Disposition of Assets


     On June 3, 1996, American Banknote Corporation (the
"Corporation") acquired a 55% equity interest in Leigh-Mardon
Security Group ("Leigh-Mardon"), Australia's oldest and largest
security printer, from Amcor Limited ("Amcor").  Leigh-Mardon's
products and services include financial and telephone cards,
personalization systems, bank and personal checks, electronic
printing and service applications, driver's licenses, payment
systems and electronic point of sale terminals. The purchase
price, including fees and expenses in connection with the
acquisition and financing, amounted to approximately US$80
million (A$100 million), subject to adjustment.

     In connection with its acquisition of Leigh-Mardon, the
Corporation  invested approximately US$7 million in its
subsidiary, American Bank Note Australasia Ltd., an Australian
corporation ("ABAL") and an Amcor subsidiary acquired a 45%
equity interest in ABAL for approximately  US$7 million.

     The transaction was financed by the issuances of senior
financing ("Non-Recourse Senior Debt") of approximately US$53.6
million (A$67 million) and subordinated financing ("Non-Recourse
Subordinated Debt") of approximately US$18.4 million (A$23
million).  The excess proceeds of the financing and equity
investments will be used for working capital purposes.  The
Non-Recourse Senior Debt for the transaction is issued pursuant
to a Senior Debt Facility Agreement dated June 3, 1996 between
the purchaser and a syndicate of banks led by Bankers
Trust-Australia, which acted as manager for the borrowing and as
investment advisor to the Corporation.  The Non-Recourse
Subordinated Debt for the transaction is issued pursuant to a
Subordinated Debt Facility Agreement dated June 3, 1996 between
the purchaser and Amcor Investments Pty. Limited, an affiliate of
the sellers.  Both the Non-Recourse Senior and Non-Recourse
Subordinated Debt are obligations of ABAL.  Capitalized terms
used below and not defined herein have the meanings assigned to
them as set forth in the Senior Debt Facility Agreement dated
June 3, 1996 or the Subordinated Debt Facility Agreement dated
June 3, 1996, as the case may be.

     The Corporation's ABAL investment of US$7 million (excluding
expenses of the transaction) was made through an unrestricted
subsidiary of the Corporation, American Banknote Australasia
Holdings, Inc. ("ABNAH"), as such term is defined in that certain
indenture dated as of May 15, 1992 between the Corporation and
Chemical Bank, as trustee, as amended pursuant to a First
Supplemental Indenture dated as of May 23, 1994, relating the
Corporation's 10 3/8% Senior Notes due 2002 and that certain
indenture between the Corporation and The First National Bank of
Boston dated as of May 1, 1994, relating to the Corporation's 11
5/8% Senior Notes due 2002.

     Under the terms of the Non-Recourse Senior Debt, ABAL
incurred approximately A$67 million of indebtedness to the
lenders on a non-recourse basis to ABNAH and the Corporation. 
Under the facility, ABAL obtained a term loan facility in an
amount of up to approximately A$75 million (subject to adjustment
in the event certain assets have not been acquired following the
closing of the acquisition) and A$5 million as a letter of credit
facility to support additional working capital obligations that
could be incurred from time to time under revolving credit
arrangements with third-party lenders.  The Non-Recourse Senior
Debt, among other things, provides for principal to be paid in
semi-annual installments commencing June 1997 and to be paid in
full by May 2001.  Seventy-five percent of Surplus Cashflow, as
defined below, is required to be paid to the lenders as mandatory
pre-payment of the term loan portion of the facility.  Interest
accrues under the term loan facility of the Non-Recourse Senior
Debt at a rate of 1.75% plus the average 90-day Bank Bill Rate on
the outstanding principal balance, or at an alternative rate if
such Bank Bill Rate is not available.  At closing, approximately
A$67 million was borrowed under the term loan facility.

     Under the terms of the Non-Recourse Subordinated Debt, ABAL
incurred approximately A$23 million of indebtedness on a
non-recourse basis to ABNAH and the Corporation.  The
Non-Recourse Subordinated Debt, among other things, provides for
principal and capitalized interest to be paid in accordance with
the terms of the Non-Recourse Senior Debt, i.e., 25% of available
Surplus Cashflow after all other relevant amounts have been paid
under the Non-Recourse Senior Debt.   Surplus Cashflow is ABAL's
earnings before interest, taxes, depreciation and amortization,
on a consolidated basis, less interest under the Non-Recourse
Senior Debt, cash taxes paid, payments of principal under the
Non-Recourse Senior Debt facility, budgeted capital expenditures,
25% of interest and A$2.5 million for working capital purposes. 
Interest on the Non- Recourse Subordinated Debt accrues at a rate
of 8.07% per annum plus 4% upon amounts outstanding in excess of
A$20.5 million.  The Non-Recourse Subordinated Debt matures
September 2001, or earlier in certain circumstances.  ABAL is
required, at any time that the outstanding principal balance
under the Non-Recourse Senior Debt is less than $A50 million, to
seek to refinance the senior indebtedness term loan facility in
an amount in excess of $A50 million, with any excess being used
for repayment of the subordinated loan.  Refinancing is not
required if it was required to be made on terms substantially
less favorable than the terms of the current Non-Recourse Senior
Debt term loan.

     The Non-Recourse Senior and Non-Recourse Subordinated
facilities include various default, cross-default and
acceleration of maturity provisions including financial covenant
and ratio compliance requirements, restrictions on material
transactions and disposal of assets, and limitations on competing
businesses, additional indebtedness and distributions to
shareholders, including dividends to the Corporation out of
capital, profits, surplus or reserves.

     Pursuant to the terms of a Shareholders Agreement between
ABNAH, ABAL and Amcor, the Corporation has agreed to
certain requirements governing the management of the acquired
businesses, including certain supermajority (75%) vote on
approvals including capital changes and shareholder approval for
various material transactions.  ABAL is obligated to
use reasonable efforts to cause Amcor's interest to be
liquidated, including by way of a public offering, five years
after the closing.

<PAGE>
Item 7.  Financial Statements and Exhibits

     (a)  Financial Statements of Businesses Acquired:  Audited
financial statements of Leigh Mardon Security Division as
required by the rules of the Securities and Exchange Commission
are not available and cannot be provided at this time.  Financial
statements required pursuant to Regulation S-X will be filed
within 60 days after the date this Report is filed.

     (b)  Pro Forma Financial Information:

          Pro Forma Financial Statements of Leigh-Mardon are not
available and cannot be provided at this time.  Financial
information required pursuant of Article 11 of Regulation S-X
will be filed within 60 days after the date this Report is filed.

     (c)  Exhibits.

     2.1  Shareholder and Subscription Agreement between,
American Banknote Australasia Holdings Inc., Leigh-Mardon Pty
Limited and American Banknote Australasia Limited made on 3 June
1996.(1)(2)

     2.2  Senior Debt Facility Agreement dated June 3, 1996
between American Banknote Australasia Limited, ABN Holdings Pty
Ltd, ABN Pacific Pty Ltd, ABN Security Pty Ltd, ABN New Zealand
Limited, Dresdner Australia Limited, Societe Generale Australia
Limited, AIDC Limited, ABN AMRO Australia Limited, Bankers Trust
Australia Limited, BT Management Services PTY Limited.(1)(2)

     2.3  Subordinated Debt Facility Agreement dated June 3, 1996
between American Banknote Australasia Limited, Amcor Investments
Pty Limited and ABN Holdings Pty Ltd, ABN Pacific Pty Ltd, ABN
Security Pty Ltd, ABN New Zealand Limited.(1)(2) 

     2.4  Australian Sale Agreement between Leigh-Mardon Pty
Limited (the Vendor), ABN Security Pty Ltd (the Business
Purchaser), ABN Holdings Pty Ltd (the Fortronic Shares
Purchaser), ABN Pacific Pty Ltd (the PSS Shares Purchaser),
Containers Pty Limited (the Vendor Guarantor) and American
Banknote Australasia Limited (the Purchasers' Guarantor) made on
10 April 1996.(1)(2)

     2.5  Master Agreement between Leigh-Mardon Pty Limited (the
Australian Vendor), Containers Packaging (N.Z.) Limited, Kiwi
Packaging (Cartons) Limited, Leigh-Mardon (NZ) Limited, ABN
Security Pty Ltd (the Business Purchaser), ABN Holdings Pty Ltd
(the Fortronic Shares Purchaser), ABN Pacific Pty Ltd (the PSS
Shares Purchaser), ABN New Zealand Limited (the New Zealand
Purchaser), American Banknote Australasia Limited (the
Purchasers' Guarantor) and Containers Pty Limited (the Vendor
Guarantor) made on 10 April 1996.(1)(2)

     2.6  New Zealand Sale Agreement between Containers Packaging
(N.Z.) Limited, Leigh-Mardon (NZ) Limited, Kiwi Packaging
(Cartons) Limited, ABN New Zealand Limited (the New Zealand
Purchaser), American Banknote Australasia Limited (the
Purchasers' Guarantor) and Containers Pty Limited (the Vendor
Guarantor) made on 10 April 1996.(1)(2)

__________________________
(1)  Filed herewith. 
(2)  Portions have been deleted pursuant to a request for
confidential treatment filed with the Securities and Exchange
Commission pursuant to Rule 24b-2 of the Securities Exchange Act
of 1934.

<PAGE>
                           SIGNATURES

     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.

                          AMERICAN BANKNOTE CORPORATION

Dated:  June 18, 1996     By:    /s/   John T. Gorman            
                                 John T. Gorman, Executive       

                                 Vice President and Chief        

                                 Financial Officer
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SECURITIES AND EXCHANGE COMMISSION
                         WASHINGTON, D.C.  20549

                                FORM 8-K

                             CURRENT REPORT
                 Pursuant to Section 12, 13 or 15(d) of
                   THE SECURITIES EXCHANGE ACT OF 1934

     Date of Report (Date of earliest event reported):  June 3,
1996

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

                                DELAWARE
             (State of other jurisdiction of incorporation)

               1-3410                             13-0460520
       (Commission File Number)                  (IRS Employer   

                                              Identification No.)

          200 Park Avenue,
            New York, NY                          10166-4999
      (Address of principal                       (Zip Code)
        executive offices)

     Registrant's telephone number,
       including area code:                     (212) 557-9100
Item 2.  Acquisition or Disposition of Assets

     On June 3, 1996, American Banknote Corporation (the
"Corporation") acquired a 55% equity interest in Leigh-Mardon
Security Group ("Leigh-Mardon"), Australia's oldest and largest
security printer, from Amcor Limited ("Amcor").  Leigh-Mardon's
products and services include financial and telephone cards,
personalization systems, bank and personal checks, electronic
printing and service applications, driver's licenses, payment
systems and electronic point of sale terminals. The purchase
price, including fees and expenses in connection with the
acquisition and financing, amounted to approximately US$80
million (A$100 million), subject to adjustment.

     In connection with its acquisition of Leigh-Mardon, the
Corporation  invested approximately US$7 million in its
subsidiary, American Bank Note Australasia Ltd., an Australian
corporation ("ABAL") and an Amcor subsidiary acquired a 45%
equity interest in ABAL for approximately  US$7 million.

     The transaction was financed by the issuances of senior
financing ("Non-Recourse Senior Debt") of approximately US$53.6
million (A$67 million) and subordinated financing ("Non-Recourse
Subordinated Debt") of approximately US$18.4 million (A$23
million).  The excess proceeds of the financing and equity
investments will be used for working capital purposes.  The
Non-Recourse Senior Debt for the transaction is issued pursuant
to a Senior Debt Facility Agreement dated June 3, 1996 between
the purchaser and a syndicate of banks led by Bankers
Trust-Australia, which acted as manager for the borrowing and as
investment advisor to the Corporation.  The Non-Recourse
Subordinated Debt for the transaction is issued pursuant to a
Subordinated Debt Facility Agreement dated June 3, 1996 between
the purchaser and Amcor Investments Pty. Limited, an affiliate of
the sellers.  Both the Non-Recourse Senior and Non-Recourse
Subordinated Debt are obligations of ABAL.  Capitalized terms
used below and not defined herein have the meanings assigned to
them as set forth in the Senior Debt Facility Agreement dated
June 3, 1996 or the Subordinated Debt Facility Agreement dated
June 3, 1996, as the case may be.

     The Corporation's ABAL investment of US$7 million (excluding
expenses of the transaction) was made through an unrestricted
subsidiary of the Corporation, American Banknote Australasia
Holdings, Inc. ("ABNAH"), as such term is defined in that certain
indenture dated as of May 15, 1992 between the Corporation and
Chemical Bank, as trustee, as amended pursuant to a First
Supplemental Indenture dated as of May 23, 1994, relating the
Corporation's 10 3/8% Senior Notes due 2002 and that certain
indenture between the Corporation and The First National Bank of
Boston dated as of May 1, 1994, relating to the Corporation's 11
5/8% Senior Notes due 2002.

     Under the terms of the Non-Recourse Senior Debt, ABAL
incurred approximately A$67 million of indebtedness to the
lenders on a non-recourse basis to ABNAH and the Corporation. 
Under the facility, ABAL obtained a term loan facility in an
amount of up to approximately A$75 million (subject to adjustment
in the event certain assets have not been acquired following the
closing of the acquisition) and A$5 million as a letter of credit
facility to support additional working capital obligations that
could be incurred from time to time under revolving credit
arrangements with third-party lenders.  The Non-Recourse Senior
Debt, among other things, provides for principal to be paid in
semi-annual installments commencing June 1997 and to be paid in
full by May 2001.  Seventy-five percent of Surplus Cashflow, as
defined below, is required to be paid to the lenders as mandatory
pre-payment of the term loan portion of the facility.  Interest
accrues under the term loan facility of the Non-Recourse Senior
Debt at a rate of 1.75% plus the average 90-day Bank Bill Rate on
the outstanding principal balance, or at an alternative rate if
such Bank Bill Rate is not available.  At closing, approximately
A$67 million was borrowed under the term loan facility.

     Under the terms of the Non-Recourse Subordinated Debt, ABAL
incurred approximately A$23 million of indebtedness on a
non-recourse basis to ABNAH and the Corporation.  The
Non-Recourse Subordinated Debt, among other things, provides for
principal and capitalized interest to be paid in accordance with
the terms of the Non-Recourse Senior Debt, i.e., 25% of available
Surplus Cashflow after all other relevant amounts have been paid
under the Non-Recourse Senior Debt.   Surplus Cashflow is ABAL's
earnings before interest, taxes, depreciation and amortization,
on a consolidated basis, less interest under the Non-Recourse
Senior Debt, cash taxes paid, payments of principal under the
Non-Recourse Senior Debt facility, budgeted capital expenditures,
25% of interest and A$2.5 million for working capital purposes. 
Interest on the Non- Recourse Subordinated Debt accrues at a rate
of 8.07% per annum plus 4% upon amounts outstanding in excess of
A$20.5 million.  The Non-Recourse Subordinated Debt matures
September 2001, or earlier in certain circumstances.  ABAL is
required, at any time that the outstanding principal balance
under the Non-Recourse Senior Debt is less than $A50 million, to
seek to refinance the senior indebtedness term loan facility in
an amount in excess of $A50 million, with any excess being used
for repayment of the subordinated loan.  Refinancing is not
required if it was required to be made on terms substantially
less favorable than the terms of the current Non-Recourse Senior
Debt term loan.

     The Non-Recourse Senior and Non-Recourse Subordinated
facilities include various default, cross-default and
acceleration of maturity provisions including financial covenant
and ratio compliance requirements, restrictions on material
transactions and disposal of assets, and limitations on competing
businesses, additional indebtedness and distributions to
shareholders, including dividends to the Corporation out of
capital, profits, surplus or reserves.

     Pursuant to the terms of a Shareholders Agreement between
ABNAH, ABAL and Amcor, the Corporation has agreed to
certain requirements governing the management of the acquired
businesses, including certain supermajority (75%) vote on
approvals including capital changes and shareholder approval for
various material transactions.  ABAL is obligated to
use reasonable efforts to cause Amcor's interest to be
liquidated, including by way of a public offering, five years
after the closing.
Item 7.  Financial Statements and Exhibits

     (a)  Financial Statements of Businesses Acquired:  Audited
financial statements of Leigh Mardon Security Division as
required by the rules of the Securities and Exchange Commission
are not available and cannot be provided at this time.  Financial
statements required pursuant to Regulation S-X will be filed
within 60 days after the date this Report is filed.

     (b)  Pro Forma Financial Information:

          Pro Forma Financial Statements of Leigh-Mardon are not
available and cannot be provided at this time.  Financial
information required pursuant of Article 11 of Regulation S-X
will be filed within 60 days after the date this Report is filed.

     (c)  Exhibits.

     2.1  Shareholder and Subscription Agreement between,
American Banknote Australasia Holdings Inc., Leigh-Mardon Pty
Limited and American Banknote Australasia Limited made on 3 June
1996.(1)(2)

     2.2  Senior Debt Facility Agreement dated June 3, 1996
between American Banknote Australasia Limited, ABN Holdings Pty
Ltd, ABN Pacific Pty Ltd, ABN Security Pty Ltd, ABN New Zealand
Limited, Dresdner Australia Limited, Societe Generale Australia
Limited, AIDC Limited, ABN AMRO Australia Limited, Bankers Trust
Australia Limited, BT Management Services PTY Limited.(1)(2)

     2.3  Subordinated Debt Facility Agreement dated June 3, 1996
between American Banknote Australasia Limited, Amcor Investments
Pty Limited and ABN Holdings Pty Ltd, ABN Pacific Pty Ltd, ABN
Security Pty Ltd, ABN New Zealand Limited.(1)(2) 

     2.4  Australian Sale Agreement between Leigh-Mardon Pty
Limited (the Vendor), ABN Security Pty Ltd (the Business
Purchaser), ABN Holdings Pty Ltd (the Fortronic Shares
Purchaser), ABN Pacific Pty Ltd (the PSS Shares Purchaser),
Containers Pty Limited (the Vendor Guarantor) and American
Banknote Australasia Limited (the Purchasers' Guarantor) made on
10 April 1996.(1)(2)

     2.5  Master Agreement between Leigh-Mardon Pty Limited (the
Australian Vendor), Containers Packaging (N.Z.) Limited, Kiwi
Packaging (Cartons) Limited, Leigh-Mardon (NZ) Limited, ABN
Security Pty Ltd (the Business Purchaser), ABN Holdings Pty Ltd
(the Fortronic Shares Purchaser), ABN Pacific Pty Ltd (the PSS
Shares Purchaser), ABN New Zealand Limited (the New Zealand
Purchaser), American Banknote Australasia Limited (the
Purchasers' Guarantor) and Containers Pty Limited (the Vendor
Guarantor) made on 10 April 1996.(1)(2)

     2.6  New Zealand Sale Agreement between Containers Packaging
(N.Z.) Limited, Leigh-Mardon (NZ) Limited, Kiwi Packaging
(Cartons) Limited, ABN New Zealand Limited (the New Zealand
Purchaser), American Banknote Australasia Limited (the
Purchasers' Guarantor) and Containers Pty Limited (the Vendor
Guarantor) made on 10 April 1996.(1)(2)

__________________________
(1)  Filed herewith. 
(2)  Portions have been deleted pursuant to a request for
confidential treatment filed with the Securities and Exchange
Commission pursuant to Rule 24b-2 of the Securities Exchange Act
of 1934.
SIGNATURES

     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.

                          AMERICAN BANKNOTE CORPORATION

Dated:  June 18, 1996     By:    /s/   John T. Gorman            
                                 John T. Gorman, Executive       

                                 Vice President and Chief        

                                 Financial Officer