content: SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 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): November 27, 1998
                                   
                   TOUCHSTONE APPLIED SCIENCE ASSOCIATES, INC.
              ---------------------------------------------------
              (Exact Name of  Registrant as Specified in Charter)
    
    
              Delaware                   0-20303                13-2846796
    ----------------------------       -----------           -------------------
    (State or Other Jurisdiction       (Commission           (I.R.S. Employer
          of Incorporation)             File Number)         Identification No.)
    
    
    P.O. Box 382, 4 Hardscrabble Heights, Brewster, New York         10509
    --------------------------------------------------------       --------
        (Address of Principal Executive Offices)                   Zip Code    
                                  
    
       Registrant's telephone number, including area code:  (914) 277-8100
    
    
                                                                 
           -----------------------------------------------------------
           Former name or former address, if changed since last report
                                  
  <PAGE>
  
  ITEM 5.   OTHER EVENTS.
    
            Redemption of Preferred Stock.  On November 27,
            ------------------------------
  1998,  the Company redeemed 1,500 shares of its Series A
  Preferred Stock (the "Preferred Stock"), constituting all
  outstanding shares of the Preferred Stock.  The redemption
  price of the Preferred Stock was $0.0001 per share. The
  redemption of the Preferred Stock was required by the
  provisions of  the Securities Purchase Agreement, dated
  October 28, 1998, by and among the Company, and Cahill,
  Warnock Strategic Partners Fund, L.P. and Strategic
  Associates, L.P. (together, the "Cahill Entities"), pursuant to
  which the Cahill Entities purchased $4,000,000 principal
  amount of subordinated debentures.
    
            Each share of the Preferred Stock had been entitled
  to 3,000 votes on all voting matters, as compared with the
  Common Stock of the Company (the "Common Stock"), which is
  entitled to one vote per share.  Furthermore, a voting trust,
  which has as its voting trustees certain executive officers
  and other persons affiliated with the Company (the "Voting
  Trust"), held all shares of the Preferred Stock and a
  significant number of shares of Common Stock, resulting in
  effective control of the Company by its management.  The
  redemption of the Preferred Stock has substantially diluted
  the voting power of the Voting Trust and has increased the
  voting power of the holders of the Company's Common Stock.
   
  <PAGE>   
  
                             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,
    thereunto duly authorized.
    
    
                            TOUCHSTONE APPLIED SCIENCE ASSOCIATES, INC. 
    
    
    
    
                            By:  /s/ ANDREW L. SIMON
                                 --------------------------------------
                                 Andrew L. Simon
                                 President 
    
    
  Date: December 22, 1998
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "CURRENT REPORT", "secsgml_size_bytes": 3518}]
metadata_filer: {"company-data": {"conformed-name": "TOUCHSTONE APPLIED SCIENCE ASSOCIATES INC /NY/", "cik": "0000726603", "assigned-sic": "8200", "irs-number": "132846796", "state-of-incorporation": "DE", "fiscal-year-end": "1031"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-20303", "film-number": "98773519"}, "business-address": {"street1": "4 HARDSCRABBLE HEIGHTS", "street2": "P O BOX 382", "city": "BREWSTER", "state": "NY", "zip": "10509", "phone": "9142778100"}}
text: SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 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): November 27, 1998
                                   
                   TOUCHSTONE APPLIED SCIENCE ASSOCIATES, INC.
              ---------------------------------------------------
              (Exact Name of  Registrant as Specified in Charter)
    
    
              Delaware                   0-20303                13-2846796
    ----------------------------       -----------           -------------------
    (State or Other Jurisdiction       (Commission           (I.R.S. Employer
          of Incorporation)             File Number)         Identification No.)
    
    
    P.O. Box 382, 4 Hardscrabble Heights, Brewster, New York         10509
    --------------------------------------------------------       --------
        (Address of Principal Executive Offices)                   Zip Code    
                                  
    
       Registrant's telephone number, including area code:  (914) 277-8100
    
    
                                                                 
           -----------------------------------------------------------
           Former name or former address, if changed since last report
  ITEM 5.   OTHER EVENTS.
    
            Redemption of Preferred Stock.  On November 27,
            ------------------------------
  1998,  the Company redeemed 1,500 shares of its Series A
  Preferred Stock (the "Preferred Stock"), constituting all
  outstanding shares of the Preferred Stock.  The redemption
  price of the Preferred Stock was $0.0001 per share. The
  redemption of the Preferred Stock was required by the
  provisions of  the Securities Purchase Agreement, dated
  October 28, 1998, by and among the Company, and Cahill,
  Warnock Strategic Partners Fund, L.P. and Strategic
  Associates, L.P. (together, the "Cahill Entities"), pursuant to
  which the Cahill Entities purchased $4,000,000 principal
  amount of subordinated debentures.
    
            Each share of the Preferred Stock had been entitled
  to 3,000 votes on all voting matters, as compared with the
  Common Stock of the Company (the "Common Stock"), which is
  entitled to one vote per share.  Furthermore, a voting trust,
  which has as its voting trustees certain executive officers
  and other persons affiliated with the Company (the "Voting
  Trust"), held all shares of the Preferred Stock and a
  significant number of shares of Common Stock, resulting in
  effective control of the Company by its management.  The
  redemption of the Preferred Stock has substantially diluted
  the voting power of the Voting Trust and has increased the
  voting power of the holders of the Company's Common Stock.
  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,
    thereunto duly authorized.
    
    
                            TOUCHSTONE APPLIED SCIENCE ASSOCIATES, INC. 
    
    
    
    
                            By:  /s/ ANDREW L. SIMON
                                 --------------------------------------
                                 Andrew L. Simon
                                 President 
    
    
  Date: December 22, 1998