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UNITED STATES
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
September 28, 2006
Date of Report (Date of earliest event reported)
CPAC, INC.
(Exact name of registrant as specified in its charter)
New York 000-09600 16-0961040
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)
2364 Leicester Road, P.O. Box 175, Leicester, New York 14481
(Address of principal executive offices and Zip Code)
(585) 382-3223
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
SECURITIES AND EXCHANGE COMMISSION

1Washington, D.C. 20549

~~INFORMATION~~FORM ~~TO BE INCLUDED IN THE REPORT~~8-K

~~Section~~CURRENT ~~1 -- Registrant's Business and Operations~~REPORT

~~Item~~Pursuant ~~1.02~~to ~~Termination~~Section 13 or 15(d) of athe ~~Material~~Securities ~~Definitive~~Exchange ~~Agreement.~~Act of 1934

~~Section~~Date 2of --Report ~~Financial~~(Date ~~Information~~of earliest event reported): December 26, 2006

~~Section~~CPAC, ~~8 -- Other Events~~Inc.

For Immediate Release
2364 Leicester Rd. PO Box 175 Leicester NY, 14481 USA 585-382-3223 www.cpac.com COMPANY CONTACTS: Karen Ash, Mgr., Corp. Comm. Wendy F. Clay, VP, Admin 585-382-3223
CPAC, Inc. Obtains New Bank Financing from HSBC LEICESTER, NY . . . October 4, 2006 - CPAC, Inc. (Nasdaq: CPAK) announced today that it has entered into a new financing agreement with HSBC Business Credit (USA) Inc. ("HSBC Bank") to provide up to $12 million in Senior Secured Revolving Credit. The agreement provides asset based lending capabilities to the U.S. operations of CPAC, Inc., to finance future working capital needs, general corporate requirements and issuance of letters of credit. The arrangement was finalized on September 28, 2006. On that same date, the credit facility previously provided by Bank of America, N.A. was cancelled. The HSBC facility replaces it. Commenting on the new arrangement, Thomas J. Weldgen, Chief Financial Officer of CPAC, Inc. said, "We have maintained a relationship with HSBC Bank for over 10 years through various international banking services, and they have provided financing and operating cash needs for our Thailand subsidiary since its inception. We are pleased to be expanding this relationship to the U.S. HSBC Bank understands our global business, and will bring greater flexibility to our routine banking activities while providing added financing opportunities for the future of the Company." About CPAC, Inc. Established in 1969, CPAC, Inc. (www.cpac.com) manages holdings in two industries. The Fuller Brands segment manufactures commercial, industrial, and household cleaning products, as well as custom brushes and personal care lines. The CPAC Imaging segment develops and markets innovative Imaging chemicals, equipment, and supplies at seven operations worldwide. Products are sold under more than 350 registered trademarks. Stock is traded under the symbol: CPAK. Except for the historical matters contained herein, statements in this press release are forward-looking and are made pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. Investors are cautioned that forward-looking statements involve risks and uncertainties that may affect CPAC's business and prospects, including economic, competitive, governmental, technological, and other factors discussed in CPAC's filings with the Securities and Exchange Commission.
(Exact name of registrant as specified in its charter)


New York	000-09600	16-0961040
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Section 9 -- Financial Statements and Exhibits


2364 Leicester Road, P.O. Box 175, Leicester, New York		14481
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code:
(585) 382-3223

N/A

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[X]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01. Other Events
.

On December 26, 2006, the Company issued a press release announcing the execution of a Merger Agreement by and among the Company, Buckingham CPAC, Inc, and Buckingham CPAC Acquisition Corp, regarding a proposed merger (the "Merger") of Buckingham CPAC Acquisition Corp. with and into the Company, with the Company surviving the Merger as a wholly-owned subsidiary of Buckingham CPAC, Inc. The press release is attached as Exhibit 99.1 and is incorporated herein by reference.

Important Information for Investors and Shareholders

The Company intends to file a proxy statement with the Securities and Exchange Commission (the "SEC") in connection with the proposed Merger. Investors and shareholders of the Company are urged to read the proxy statement when it becomes available as well as all other relevant documents filed by the Company with the SEC because they will contain important information about the proposed Merger and the parties thereto. Investors and shareholders may obtain these documents free of charge when they are filed with the SEC, at the website maintained by the SEC at www.sec.gov. The proxy statement and such other documents may also be obtained for free from the Company by directing such request to CPAC, Inc., Investor Relations, 2364 Leicester Road, P.O. Box 175, Leicester, NY 14481. Telephone: (585) 382-2339. The final proxy statement will be mailed to shareholders of the Company.

This communication shall not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

The Company and its directors, executive officers and other members of its management and employees may be deemed to be participants in the solicitation of proxies from its shareholders in connection with the proposed Merger. Information concerning the interests of these participants in the solicitation, which may be different than those of the Company's shareholders generally, is set forth in the Company's proxy statements and Annual Reports on Form 10-K, previously filed with the SEC, and will be set forth in the proxy statement relating to the Merger when it becomes available.

Item 9.01. Financial Statements and Exhibits.

(d)  Exhibits

              Exhibit No.                   Description

          10              99.1                             ~~Financing Agreement dated September 28, 2006~~
Press Release issued by CPAC, Inc. on
                                                    December 26, 2006.

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.
Dated: October 4, 2006 CPAC, Inc. (Registrant)
By: /s/ Thomas J. Weldgen
Thomas J. Weldgen Vice President Finance and Chief Financial Officer
SIGNATURES

3Pursuant 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.

	CPAC, INC.

	/s/ Thomas N. Hendrickson
Date: December 26, 2006	By:	Thomas N. Hendrickson President and Chief Executive Officer

UNITED STATES
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
September 28, 2006
Date of Report (Date of earliest event reported)
CPAC, INC.
(Exact name of registrant as specified in its charter)
New York	000-09600	16-0961040
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
2364 Leicester Road, P.O. Box 175, Leicester, New York 14481
(Address of principal executive offices and Zip Code)
(585) 382-3223
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

For Immediate Release
	2364 Leicester Rd. PO Box 175 Leicester NY, 14481 USA 585-382-3223 www.cpac.com	COMPANY CONTACTS: Karen Ash, Mgr., Corp. Comm. Wendy F. Clay, VP, Admin 585-382-3223
CPAC, Inc. Obtains New Bank Financing from HSBC LEICESTER, NY . . . October 4, 2006 - CPAC, Inc. (Nasdaq: CPAK) announced today that it has entered into a new financing agreement with HSBC Business Credit (USA) Inc. ("HSBC Bank") to provide up to $12 million in Senior Secured Revolving Credit. The agreement provides asset based lending capabilities to the U.S. operations of CPAC, Inc., to finance future working capital needs, general corporate requirements and issuance of letters of credit. The arrangement was finalized on September 28, 2006. On that same date, the credit facility previously provided by Bank of America, N.A. was cancelled. The HSBC facility replaces it. Commenting on the new arrangement, Thomas J. Weldgen, Chief Financial Officer of CPAC, Inc. said, "We have maintained a relationship with HSBC Bank for over 10 years through various international banking services, and they have provided financing and operating cash needs for our Thailand subsidiary since its inception. We are pleased to be expanding this relationship to the U.S. HSBC Bank understands our global business, and will bring greater flexibility to our routine banking activities while providing added financing opportunities for the future of the Company." About CPAC, Inc. Established in 1969, CPAC, Inc. (www.cpac.com) manages holdings in two industries. The Fuller Brands segment manufactures commercial, industrial, and household cleaning products, as well as custom brushes and personal care lines. The CPAC Imaging segment develops and markets innovative Imaging chemicals, equipment, and supplies at seven operations worldwide. Products are sold under more than 350 registered trademarks. Stock is traded under the symbol: CPAK. Except for the historical matters contained herein, statements in this press release are forward-looking and are made pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. Investors are cautioned that forward-looking statements involve risks and uncertainties that may affect CPAC's business and prospects, including economic, competitive, governmental, technological, and other factors discussed in CPAC's filings with the Securities and Exchange Commission.

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.
Dated: October 4, 2006		CPAC, Inc. (Registrant)
	By:	/s/ Thomas J. Weldgen
		Thomas J. Weldgen Vice President Finance and Chief Financial Officer

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