8-K

                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C. 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 22, 2002


                              TOKHEIM CORPORATION
                            (Debtor-In-Possession)

            (Exact name of registrant as specified in its charter)


         INDIANA                        1-6018                 35-0712500
 -------------------------      ----------------------        ------------
(State or other Jurisdiction   (Commission File Number)      (IRS Employer
     of Incorporation)                                     Identification No.)


    10501 CORPORATE DRIVE, FORT WAYNE, INDIANA        46845
    ----------------------------------------------------------
     (Address of principal executive offices)        (Zip Code)


(Registrant's telephone number, including area code)       (260) 470-4600
                                                        ---------------------


                                NOT APPLICABLE
             ----------------------------------------------------
         (Former name or former address, if changed since last report)


Item 3.  Bankruptcy or Receivership.

         On November 21, 2002, Tokheim Corporation (the "Company") and five of
its domestic U.S. subsidiaries (collectively, the "Debtors") filed voluntary
petitions for relief under Chapter 11 of the United States Bankruptcy Code
(the "Bankruptcy Code"), in the United States Bankruptcy Court for the
District of Delaware (the "Bankruptcy Court") (Case No. 02-13437 (RJN)). The
Company's subsidiaries located outside of the United States are not included
in the petitions. The Debtors will continue to manage their properties and
operate their businesses as "debtors-in-possession" under the jurisdiction of
the Bankruptcy Court and in accordance with the applicable provisions of the
Bankruptcy Code. On November 21, 2002, the Company issued a press release
relating to the foregoing. A copy of the press release is attached hereto as
Exhibit 99.1 and is incorporated in its entirety herein by reference.

Item 7.  Financial Statements and Exhibits.

     (c) Exhibits

         Exhibit No.           Description

         99.1                  Press Release of Tokheim Corporation,
                               dated November 21, 2002.



                                  SIGNATURES

         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.


                                    TOKHEIM CORPORATION

                                    By:     /s/ John S. Hamilton
                                            Name:  John S. Hamilton
                                            Title: President and CEO

Dated:   November 22, 2002

                                 EXHIBIT INDEX


         Exhibit No.           Description

         99.1                  Press Release of Tokheim Corporation,
                               dated November 21, 2002.


                                                             EXHIBIT 99.1

EX-99

NEWS from TOKHEIM CORPORATION

CONTACT:

     John S. Hamilton
     President & CEO
     Tokheim Corporation
     (260) 470-4649



For release to National Circuit, Analysts, and Tokheim Newsfax.

    TOKHEIM FILES VOLUNTARY CHAPTER 11 PETITION; LENDERS COMMIT TO PROVIDE
           AN ADDITIONAL $10 MILLION TO ENSURE CONTINUED OPERATIONS

              SEEKS TO SELL BUSINESS UNITS AS ONGOING OPERATIONS

FORT WAYNE, IN, November 21, 2002 - Tokheim Corporation (OTCBB: THMC) and its
U.S. operating subsidiaries announced today that they filed voluntary
petitions for relief under Chapter 11 of the U.S. Bankruptcy Code in the U.S.
Bankruptcy Court for Delaware. This filing will allow the company to pursue an
orderly sale of its business units, while resolving short-term liquidity
issues. The company's operations located outside the United States are not
included in the filing, and are continuing normal business operations.

Tokheim and its subsidiaries will conduct normal business operations and
continue to make customer service a top priority during the restructuring and
sale process. In order to fund its operations, the company has reached an
agreement with a bank group led by ABN AMRO on the principal terms of
debtor-in-possession financing in the amount of $10 million.

As a result of the strategic review commenced in May and in order to meet its
financial obligations, Tokheim determined to sell its operations either as a
whole or by one or more of its main operating segments: Tokheim North America,
Tokheim International and Gasboy. John S. Hamilton, President and Chief
Executive Officer, said: "As a result of our strategic review, we decided that
the sale of our operating divisions was in the best interest of Tokheim and
its creditors."

During the restructuring process, which will facilitate the completion of the
anticipated business unit sales, Tokheim's vendors, suppliers and other
business partners will be paid under normal terms for goods and services
provided.

The new revolving credit facility, in the total amount of $10 million, is
designed to ensure that the company has sufficient liquidity to operate in the
ordinary course of business until the sale can be completed.

Mr. Hamilton said, "We appreciate the continuing support of our customers,
lenders, suppliers and especially the dedication of our employees. While
today's court filings are difficult, coupled with the transactions and related
restructuring steps, they will, in the long term, serve the interests of our
customers, employees and creditors by giving our business and its
market-leading products a new, financially stable owner. The filing is the
vehicle that enables us to accomplish these objectives. We intend to proceed
with the sale of the business units as quickly as possible."

Tokheim Corporation, based in Fort Wayne, Indiana, is one of the world's
largest producers of petroleum dispensing devices. Tokheim Corporation
manufactures and services electronic and mechanical petroleum dispensing
systems. These systems include petroleum dispensers and pumps, retail
automation systems (such as point-of-sale systems), dispenser payment or
"pay-at-the-pump" terminals, replacement parts, and upgrade kits.

Certain statements in this release, including statements preceded by, followed
by or that include the words "may," "will," "should," "could," "expects,"
"plans," "anticipate," "believes," "estimates," "predicts," "potential," or
"continue" or the negative of such terms and other comparable terminology and
words of similar import, constitute "forward-looking statements" within the
meaning of Section 27A of the Securities Act, Section 21C of the Securities
Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995.
These statements involve known and unknown risks that may cause the actual
results of the Company to differ materially from any results expressed or
implied by the forward-looking statements. These risks include: increases in
the Company's cost of borrowing, or a default under any material debt
agreement; inability to achieve anticipated cost savings or revenue growth;
dependence on the retail petroleum industry; business disruptions; material
adverse changes in economic conditions in the markets we serve; inability to
forecast or achieve projected operating results; fluctuations in exchange
rates among various foreign currencies; costs in adjusting to the Euro;
changes in, or failure of the Company to comply with current and future
governmental, environmental or other regulatory actions and conditions in our
operating areas; competition from others in the industry; increases in labor
costs and relations with union bargaining units representing our employees;
the integration of our operations with those of businesses we have acquired or
may acquire in the future and the realization of the expected benefits;
failure to obtain new customers or retain existing customers; inability to
protect proprietary technology or to integrate new technologies; changes in
business strategy or development plans; lack of funds for capital expenditures
or R&D; inability to carry out strategies to accelerate new product
development programs; changed demand for new products; loss of key management;
adverse publicity; contingent claims asserted against the Company; and loss of
significant customers or suppliers; and other risks and uncertainties as may
be detailed from time to time in our public announcements and SEC filings.
Given these uncertainties, investors are cautioned not to unduly rely on such
forward-looking statements. The Company disclaims any obligation to update any
such factors or to announce publicly the result of any revisions to any of the
forward-looking statements contained in this release to reflect future events
or developments.