AMENDMENT TO ASSET PURCHASE AGREEMENT

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                                                                     Exhibit 2.2

                      AMENDMENT TO ASSET PURCHASE AGREEMENT



                  THIS AMENDMENT TO ASSET PURCHASE AGREEMENT ("AMENDMENT") is
made this 29th day of January, 2006, by and between Sato International Pte.
Ltd., an entity organized under the laws of the Republic of Singapore (the
"BUYER"), and Checkpoint Systems, Inc., a Pennsylvania corporation (the
"SELLER").

                  This Amendment sets forth the agreed upon amendments and
modifications to the Asset Purchase Agreement dated December 22, 2005 by and
between the Seller and the Buyer ("ASSET PURCHASE AGREEMENT").

A. AMENDMENTS. The Asset Purchase Agreement is hereby amended as follows:

                   1. The second and last sentence of the definition of "Acquired
Business" is hereby amended and restated in its entirety to read as follows:

         "ACQUIRED BUSINESS" - means the design, manufacture and/or sales of:
         (i) with respect to North America, laser solutions/printers, thermal
         solutions/printers and horticultural identification labeling
         solutions/printers, (ii) the United States of America, Central America
         (through distribution channels) and South America (through distribution
         channels), hand-held labeling solutions and the "Turn-O-Matic" ticket
         dispensing systems, (iii) with respect to Europe, laser
         solutions/printers, thermal barcode printers and associated thermal
         hardware (including track and trace devices) and consumables (including
         stock/customized labels, tags and tickets for retail, manufacturing,
         logistics, industrial and horticultural applications), and (iv) with
         respect to the Asia Pacific region, thermal solutions/printers, custom
         labels to the courier industry, prime labels to the foodservice
         industry, white labels, and other specialized thermal barcode printing
         applications; provided, however, that the Acquired Business shall not
         include: (i) any labels or labels solutions that incorporate EAS, EM,
         and RF technology and Service Bureau Products and (ii) the business of
         Checkpoint Systems Hong Kong and its subsidiaries."

                   2. The definition of "Transferable Employees" is deleted and
the references in Section 3.16(a) and 10.1(b)(iv) to "Transferable Employees" is
deemed to mean "Transferred Employees."

                  3. The third sentence of Section 2.3(b) is hereby amended and
restated in its entirety to read as follows:

         "Not later than 5:00 p.m. eastern United States standard time on the
         day immediately preceding the Closing Date, the Seller shall deliver to
         Buyer an internally prepared, un-audited, balance sheet as of the
         Closing Date and a statement of estimated Net Operating Assets as of
         December 25, 2005 ("STATEMENT OF ESTIMATED NET OPERATING ASSETS"),
         prepared in a manner consistent with the Most Recent Balance Sheet and
         also made a part of Schedule 2.3(b)."

                  4. The first sentence of Section 2.3(e) is hereby amended and
restated in its entirety to read as follows:

         "As promptly as possible following the close of business on the Closing
         Date, but in no event later than forty-five (45) days after the Closing
         Date, the Seller shall prepare, at the expense of Seller, a final
         statement of Net Operating Assets as of the Closing Date ("FINAL
         STATEMENT OF NET OPERATING ASSETS"). For purposes of the Final
         Statement of Net Operating Assets, the parties agree that the

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                  5. The first sentence of Section 2.7 is hereby amended and
restated in its entirety to read as follows:

         "The purchase and sale provided for in this Agreement (the "CLOSING")
         will take place at the offices of Seller's counsel at 2600 One Commerce
         Square, Philadelphia, PA 19103 at 10:00 a.m. (local time) on January
         29, 2005, unless Buyer and Seller otherwise agree."

                  6. Pursuant to Section 10.1(a)(iii) of the Asset Purchase
Agreement, Schedule 10.1(a)(i) to the Asset Purchase Agreement is hereby amended
and restated and replaced in its entirety by EXHIBIT A attached hereto and made
a part hereof.

                  7. Pursuant to Section 10.1(a)(iii) of the Asset Purchase
Agreement, Schedule 10.1(a)(2) to the Asset Purchase Agreement is hereby amended
and restated and replaced in its entirety by EXHIBIT B attached hereto and made
a part hereof.

                  8. The first line of Section 10.1(a)(v) should be revised to
read as follows: "Except AS OTHERWISE PROVIDED IN SECTION 10.1(A)(vi), BELOW,
AND for wages, payroll taxes and vacation . . . ."

                   9. A new Section 10.1(a)(vi) should be added to read as
follows:

         "(vi) Effective as of the Closing Date, Seller and Buyer shall take
         such st