8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549

                                    FORM 8-K

                      AMENDMENT TO CURRENT REPORT PURSUANT
                          TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


        Date of Report (Date of earliest event reported): April 14, 2004


                            Checkpoint Systems, Inc.
         --------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                                  Pennsylvania
          ------------------------------------------------------------
         (State or other jurisdiction of incorporation or organization)



                               1-11257 22-1895850
            ------------------------ --------------------------------
          (Commission File Number) (I.R.S. Employer Identification No.)



            101 Wolf Drive, P.O. Box 188, Thorofare, New Jersey 08086
       -------------------------------------------------------------------
                    (Address of principal executive offices)


                                 (856) 848-1800
        -----------------------------------------------------------------
              (Registrant's telephone number, including area code)


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














     Item 5.     Other Events
     ------      ------------

     On April 14, 2004, the Company issued a press release announcing that the
holders of $47.2 million of the $60.0 million of aggregate principal amount of
its existing 5-1/4% Convertible Subordinated Debentures due 2005 ("the Notes")
called for redemption on April 13, 2004, elected to convert their Notes into
2,569,797 shares of the Company's common stock at a conversion price of $18.375
per share. The shares of Company common stock issuable as a result of the
conversion will be freely-tradeable, unrestricted shares.


     Item 7.     Financial Statements and Exhibits
     ------      ---------------------------------

1. Exhibits

Press release issued, April 14, 2004.




                            Signature
                            ---------

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

Date: April 14, 2004

Checkpoint Systems, Inc.



- ------------------------------
W. Craig Burns
Executive Vice President,
Chief Financial Officer
and Treasurer

EX-99.1

                                  COMPANY CONTACT:
                                          Checkpoint Systems, Inc.
                                          Craig Burns
                                          Executive Vice President,
                                          Chief Financial Officer, Finance
                                          and Operations
                                          (856) 848-1800
                                  INVESTOR RELATIONS CONTACTS:
                                          Christine Mohrmann, Lindsay Hatton
                                          Financial Dynamics
                                          (212) 850-5600

FOR IMMEDIATE RELEASE


               CHECKPOINT SYSTEMS, INC. ANNOUNCES THE CONVERSION
                  OF 51/4% CONVERTIBLE SUBORDINATED DEBENTURES

Thorofare, New Jersey, April 14, 2004 - Checkpoint Systems, Inc. (NYSE: CKP)
today announced that the holders of $47.2 million of the $60.0 million of
aggregate principal amount of its existing 5 1/4% Convertible Subordinated
Debentures due 2005 ("the Notes") called for redemption on April 13, 2004,
elected to convert their Notes into 2,569,797 shares of the Company's common
stock at a conversion price of $18.375 per share. The shares of Company common
stock issuable as a result of the conversion will be freely-tradeable,
unrestricted shares.

The Notes were converted on April 8, 2004. Following the conversion, Checkpoint
will have approximately 37.6 million shares of common stock outstanding.

On April 13, 2004, $12.8 million of the Notes were automatically redeemed for
cash, completing the planned $60.0 million redemption. Following the redemption,
the principal balance of the Notes outstanding will be $23.3 million.

Checkpoint Systems, Inc. is a multinational company that manufactures and
markets labeling systems designed to improve efficiency, reduce costs and
provide value-added label solutions for customers across many markets and
industries. Checkpoint is a leading provider of EAS and RFID systems, source
tagging, barcode labeling systems, hand-held labeling systems and retail
merchandising systems. Applications include automatic identification, retail
security and pricing and promotional labels. Operating directly in 30 countries,
Checkpoint has a global network of subsidiaries and provides professional
customer service and technical support around the world. Checkpoint Systems,
Inc.'s website is located at www.checkpointsystems.com.

Safe Harbor Statement
This press release may include information that could constitute forward-looking
statements made pursuant to the safe harbor provision of the Private Securities
Litigation Reform Act of 1995. Any such forward-looking statements may involve
risk and uncertainties that could cause actual results to differ materially from
any future results encompassed within the forward-looking statements. Factors
that could cause or contribute to such differences include those matters
disclosed in the Company's Securities and Exchange Commission filings.



                                      # # #