8-K

                       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 28, 2001.

                                PAXAR CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)

                                    NEW YORK
                 (State or Other Jurisdiction of Incorporation)

                       0-5610                           13-5670050
              (Commission File Number)       (IRS Employer Identification No.)

  105 CORPORATE PARK DRIVE, WHITE PLAINS, NEW YORK           10604
       (Address of Principal Executive Offices)            (Zip Code)

                                 (914) 697-6800
              (Registrant's Telephone Number, Including Area Code)

                                 NOT APPLICABLE
          (Former Name or Former Address, if Changed Since Last Report)

ITEM 5. OTHER EVENTS.

On November 28, 2001, the Registrant announced that its Board of Directors
authorized an increase in its share repurchase program from $100 million to $150
million. In addition, the Registrant announced that it repurchased 3 million
shares from an institutional investor. See the press release attached as Exhibit
99.1 to this Form 8-K.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

  (c) Exhibits.

      Exhibit 99.1 -- Paxar Corporation Press Release, issued November 28, 2001.


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                                   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.

                                            PAXAR CORPORATION
                                            (Registrant)


Date: December 10, 2001                     By: /s/ Jack R. Plaxe
     -----------------------------             -----------------------------
                                                     Jack R. Plaxe
                                                     Senior Vice President and
                                                     Chief Financial Officer


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EX-99.1

                                                                    Exhibit 99.1

                  News Release

PAXAR

       Paxar Corporation                     For additional information,
       105 Corporate Park Drive              contact:
       White Plains, NY 10604                Bob Powers
       914 697-6800 Fax 914 697-6893         Vice President
                                             Investor Relations
                                             914 697-6862

For Immediate Release

              PAXAR ANNOUNCES INCREASE IN SHARE REPURCHASE PROGRAM
                        AND PURCHASE OF 3 MILLION SHARES

WHITE PLAINS, NY, November 28, 2001 -- Paxar Corporation (NYSE: PXR) announced
that its Board of Directors has authorized an increase in Paxar's share
repurchase program. The Board approved the repurchase of up to $150 million of
its shares, up from the $100 million previously authorized.

Paxar commenced its share repurchase program in August 1998 with an
authorization to buy-back $25 million of its shares. The Company subsequently
increased the program to $40 million in February 1999, to $70 million in
February 2000 and to $100 million in August 2000. Since the inception of the
program, Paxar has repurchased approximately 8.5 million shares at a total cost
of $83 million. In its recent Form 10-Q filing, Paxar reported 41.9 million
shares outstanding at November 6, 2001.

Paxar also announced that it has purchased 3 million shares from an
institutional investor at a cost of $30 million, or $10.00 per share.

Paul J. Griswold, President and Chief Executive Officer, commented, "Paxar's
financial strength enables us to enhance shareholder value through the strategic
buying of our Company's shares. This increased authorization and the subsequent
share repurchase reflects our confidence in the Company's fundamentals and
future prospects."

Paxar is a global leader in providing innovative, value-added identification and
tracking solutions to retailers and apparel manufacturers.

Statements in this release about the future outlook related to Paxar Corporation
involve a number of factors affecting the Company's businesses and operations
that could cause actual future results to differ materially from those
contemplated by forward-looking statements. Forward-looking statements include
those indicated by words such as "expect." Affecting factors include general
economic conditions and the performance of the Company's operations within its
prevailing business markets around the world, as well as other factors set forth
in Paxar's 2000 Form 10-K Annual Report.

                         For more information on Paxar,
                      call Investor Relations: 914-697-6862
                        or visit our company's Web site:
                                  www.paxar.com

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