FORM 8-K - CURRENT REPORT

             (As last amended in Rel. No. 34-36968, eff. 08/13/92.)

                                  UNITED STATES
                       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)         December 12, 1996
                                                _______________________________

                              Blessings Corporation
______________________________________________________________________________
           (Exact name of registrant as specified in its charter)

       Delaware                        1-4684               13-5566477
_______________________________________________________________________________
(name or other jurisdiction          (commission           (IRS employer
    of incorporation)                file number)        identification no.)

          200 Enterprise Drive, Newport News, VA         23603
_______________________________________________________________________________
     (address of principal executive offices)          (zip code)

Registrant's telephone number, including area code        (757) 887-2100
                                                  _____________________________

_______________________________________________________________________________
     (former name or former address, if changed since last report.)

                         ______________________________



Item 5.           Other Events.

                  See the press  release  dated  December 11,  1996,  disclosing
fourth  quarter  1996  earnings  projection  which  is  incorporated  herein  by
reference.





CONTACT: James P. Luke
                  Executive Vice President
                  Chief Financial Officer


                              FOR IMMEDIATE RELEASE


         NEWPORT NEWS, VIRGINIA,  DECEMBER 11, 1996. Blessings Corporation (AMEX
Symbol  BCO)  announced  today that it expects to report  substantially  reduced
operating  results for the company's  fourth quarter which will end December 31,
1996.  The company  stated that fourth  quarter  earnings will be  essentially a
break-even on a net after tax basis,  compared to net income after taxes for the
fourth  quarter of 1995 of $1,755,900  or $.17 per share on  10,123,888  average
common shares outstanding.

         Dr.  Elwood M.  Miller,  President  and CEO of  Blessings  Corporation,
attributed  the  anticipated  fourth quarter  results to two principal  factors:
"First,  raw material costs which experienced a secondary  increase during 1996,
while apparently peaking in October,  are not expected to decline until sometime
in 1997. As a result,  margins after raw material  costs are projected to remain
at near historic lows  throughout the quarter.  The other major factor  reducing
fourth quarter  profitability  relates to the Company's  intensified  efforts to
bring significant new product introductions to full commercialization during the
first quarter of 1997.  These efforts  entail major capital  investments,  R & D
developmental   expenditures  and  planned  volume  reductions   resulting  from
equipment  idled to accommodate  engineering  modifications.  This, in turn, has
resulted  in raw  material  yield  losses in excess of  standard  and  increased
start-up  costs,   both  of  which  are  expected  to  improve  as  the  quarter
progresses."

         Dr.  Miller  concluded  by stating  that "While we are not pleased with
these temporary  interruptions  to our long-term  profit  objectives,  we remain
fully  dedicated  to the  directions  which we have taken to expand our business
beyond its core  competencies.  While we will incur significant costs during the
fourth quarter of 1996 to accomplish our objectives, we are optimistic about the
direction of our business and about the outlook for fiscal year 1997."







                                    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.

                           Registrant:
                           __________

                           BLESSINGS CORPORATION



                           By:           /s/  James P. Luke
                                      _______________________________________
                                      James P. Luke, Executive Vice President
                                      Secretary/Treasurer

Date:    December 12, 1996