EXHIBIT 10.10

                               JOHN H. HARLAND COMPANY
                             DEFERRED COMPENSATION PLAN
                                FOR OUTSIDE DIRECTORS


          1.   Eligibility and Purpose

               Each non-employee  member of  the  Board of  Directors  (the
          "Board") of  John H.  Harland Company  (the "Company")  shall  be
          eligible to participate  in the  Company's Deferred  Compensation
          Plan for Outside Directors (the "Plan").  Any member of the Board
          who elects to participate in the Plan ("Director") shall have the
          opportunity to defer  the receipt of  all or any  portion of  the
          annual retainer as well as meeting and committee fees payable  by
          the Company to such Director (the "Deferrable Compensation").

          2.   Deferral of Compensation

               A Director may  elect to  defer all  or any  portion of  the
          Deferrable Compensation by executing  and delivering an  election
          form to  the Company  at  such time  and  subject to  such  other
          conditions as the Company shall determine, provided that any such
          election  shall   be  applicable   only  to   future   Deferrable
          Compensation with respect to which the  Director, at the time  of
          election, has no current right to receive.  In the calendar  year
          that a  Director first  becomes eligible  to participate  in  the
          Plan, such Director may elect to defer all or any portion of  the
          Deferrable Compensation,  provided  that  the  election  form  is
          delivered to the Company within 30 days after the Director  first
          becomes eligible to participate in the Plan.  An election will be
          applicable only  to  Deferrable  Compensation  earned  after  the
          effective date  of  the  election.    The  amount  of  Deferrable
          Compensation  deferred  shall  be  paid  or  distributed  to  the
          Director in accordance with the provisions of Section 4 or 5.

          3.   Deferred Compensation Account

               (a)  The Company  shall  establish a  deferred  compensation
          account (the  "Account")  for  the Director.    As  of  the  date
          payments of Deferrable  Compensation otherwise would  be made  to
          the Director, the Company shall credit to the Account, in cash or
          stock equivalents,  that amount  of the  Deferrable  Compensation
          which the Director has elected to defer.

               (b)  If a cash  allotment is elected,  the Account shall  be
          credited with the dollar amount of the allotment.  Interest shall
          be credited to the  Account as of the  last day of each  calendar
          month until the total balance in the Account has been paid out in
          accordance with the  provisions hereof.   The  interest rate  for
          each calendar month shall  be equal to the  Prime Rate in  effect
          from time to time at NationsBank  Corporation or as published  in
          the Wall Street Journal.


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               (c)  If a stock  allotment is elected, the Account shall  be
          credited with a stock equivalent equal to the number of shares of
          the Company's  Common  Stock,  par value  $1.00  per  share  (the
          "Common Stock") so deferred  by the Director.   The Account  also
          shall be credited as of the payment date for each dividend on the
          Common  Stock  with  additional  stock  equivalents  computed  by
          multiplying the  per  share  dividend  by  the  number  of  stock
          equivalents in the  Account and dividing  the product thereof  by
          the average closing  price of the  Common Stock on  the New  York
          Stock Exchange for  the five trading  days immediately  preceding
          the dividend payment date.

          4.   Distribution

               (a)  Except as otherwise provided  in the Plan, the  balance
          in the Account shall  be paid out to  the Director commencing  on
          the date which the Director has specified on his or her  election
          form.  The balance in the Account shall be paid either in a  lump
          sum or,  at the  Director's election,  in monthly,  quarterly  or
          annual installments, over a  period not to  exceed 10 years  (the
          "Payout Period")  from the  commencement date.   An  election  to
          change the method and/or timing  of distribution with respect  to
          the Account must be  received by the Company  prior to the  first
          day of the calendar year in which payments are to begin  pursuant
          to such election or would have  begun absent such election.   The
          lump sum  or first  periodic installment  shall  be paid  by  the
          Company as promptly  as practicable, but  not more  than 30  days
          following the date specified by the Director.

               (b)  Notwithstanding the provisions of Section 4(a), in  the
          event the Director  ceases to  serve as  a member  of the  Board,
          other than after a Change in Control (as defined in Section 5) or
          due to such Director's retirement from the Board, the balance  in
          the Account shall be payable in a lump sum.

               (c)  In the event of the death of the Director, the  balance
          in  the  Account  shall  be  payable   in  a  lump  sum  to   the
          beneficiaries designated by the Director by notice to the Company
          or, in  the absence  of such  notice, as  the Director  may  have
          designated by will.   The provisions of the  Plan shall apply  to
          and be binding upon the beneficiaries, distributees and  personal
          representatives and  any  other  successors in  interest  of  the
          Director.

               (d)  In the event a  Director becomes disabled, the  payment
          commencement date  and/or payment  schedule with  respect to  the
          balance  in  the  Account  may  be  accelerated  by  the  Board's
          Compensation Committee in its sole discretion.

               (e)  Distribution of the cash in  the Account shall be  made
          in cash.  Distribution of stock equivalents in the Account  shall
          be made in whole shares of the Company's Common Stock; fractional
          shares shall be paid in cash in an amount equal to the fractional
          share multiplied by the average closing price of the Common Stock
          for the  five  trading days  immediately  preceding the  date  of
          distribution.






               (f)  The  Company  shall   deduct  from  all   distributions
          hereunder any taxes required to be withheld by the federal or any
          state or local government.

          5.   Change in Control; Acceleration of Distribution

               (a)  Notwithstanding any other provision  of the Plan, if  a
          Change in Control (as defined below) occurs and at any time after
          such Change in Control either the Director ceases to hold  office
          as a member  of the  Board or the  Plan is  terminated, then  the
          balance in the  Account shall  be payable in  a lump  sum to  the
          Director within 30 days after January 1 of the following calendar
          year unless such Director completes a new election form prior  to
          the end of the then-current calendar year, determining the method
          and timing  of election,  provided that  no such  election  shall
          cause a  distribution to  occur earlier  than the  calendar  year
          following such election.

               (b)  Distributions shall be  in accordance  with Section  4,
          except that  distribution of  stock  equivalents in  the  Account
          shall be made in cash in an  amount equal to the number of  stock
          equivalents to be  distributed multiplied by  the greater of  (i)
          the average  closing  price of  the  Common Stock  for  the  five
          trading days immediately preceding the date on which the right to
          such distribution arose;  (ii) the average  closing price of  the
          Common Stock for the  20 trading days preceding  the date of  the
          Change in  Control; or  (iii) the  highest closing  price of  the
          Common Stock during the period in which the transaction or series
          of transactions constituting the Change in Control took place.

               (c)  A "Change in Control" shall be defined to mean approval
          by the Board of (i) a merger, consolidation or reorganization  of
          the Company in which, as a consequence of the transaction, either
          the then-current Directors  do not constitute  a majority of  the
          directors of  the  continuing  or surviving  corporation  or  any
          person, entity or "group" (within the meaning of Section 13(d)(3)
          or 14(d)(2) of the Securities Exchange Act of 1934) controls 15 %
          or more  of  the  combined voting  power  of  the  continuing  or
          surviving corporation; or (ii) any sale or other transfer, in one
          or a series of transactions, of  all or substantially all of  the
          assets of the  Company; unless, in  either case, at  the time  of
          such  approval,  a   majority  of   the  then-current   Directors
          determines that such transaction shall  not, for purposes of  the
          Plan, be deemed a Change in Control.

               (d)  The Company shall promptly  reimburse the Director  for
          all legal fees and  expenses reasonably incurred in  successfully
          seeking to obtain or enforce any right or benefit provided  under
          this Section 5.

               (e)  This Section 5 may not be amended or modified after the
          occurrence of a Change  in Control.  The  provisions of the  Plan
          shall be binding upon and enforceable against the Company  and/or
          the continuing or surviving corporation in a Change of Control.

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          6.   Miscellaneous

               (a)  Except as provided in Section 5(a) above, the  election
          to defer  Deferrable  Compensation  shall be  irrevocable  as  to
          amounts earned following such election and shall remain in effect
          until a new election form is delivered to the Company.

               (b)  Neither the Director  nor any other  person shall  have
          any interest in any fund or in any specific asset of the  Company
          by reason  of  amounts credited  to  the Account  of  a  Director
          hereunder, nor  the  right  to exercise  any  of  the  rights  or
          privileges of a shareholder with respect to any stock equivalents
          credited  to  the   Account,  nor  the   right  to  receive   any
          distribution under the Plan except as and to the extent expressly
          provided for in the Plan.  Distributions hereunder shall be  made
          from the general  funds of  the Company,  and the  rights of  the
          Director shall be those of an  unsecured general creditor of  the
          Company.

               (c)   The interest of the Director under the Plan shall  not
          be assignable by  the Director or  the Director's beneficiary  or
          legal  representative,  either  by  voluntary  assignment  or  by
          operation of  law, and  any such  attempted assignment  shall  be
          ineffective  to  transfer  the  Director's  interest;   provided,
          however, that  (i) the  Director may  designate beneficiaries  to
          receive any benefit payable under the  Plan upon death, and  (ii)
          the legal representative of the Director's estate may assign  the
          Director's interest under the Plan to the persons entitled to any
          benefit payable under the Plan upon the Director's death.

               (d)  Except as  provided in  Section 5(e),  the Company  may
          amend, terminate or discontinue the  Plan at any time;  provided,
          however, that no such action shall reduce the amounts credited to
          the Account of the Director immediately prior to such action, nor
          change the  time,  method  or  manner  of  distribution  of  such
          Account, including distribution in accordance with Section 5.

               (e)  Nothing contained herein shall impose any obligation on
          the Company to  continue the tenure  of the  Director beyond  the
          term for which such Director may have been elected or prevent the
          removal of such Director.

               (f)  This Plan  shall be  interpreted by  and all  questions
          arising in  connection  therewith  shall  be  determined  by  the
          Compensation Committee  of  the Board,  whose  interpretation  or
          determination shall be conclusive and binding.

               (g)  If any amounts deferred pursuant to  the Plan are found
          in a "determination"  (within the meaning  of Section  1313(a) of
          the Internal  Revenue Code  of  1986, as  amended)  to have  been
          includible in gross income by a Director prior to payment of such
          amounts from his Account, such amounts  shall be immediately paid
          to  such  director,  notwithstanding  his  election  pursuant  to
          Section 2.