<PAGE>

                                    FORM 10-K
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

[X]   Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange
      Act of 1934 (fee  required)

                    FOR FISCAL YEAR ENDED SEPTEMBER 30, 2001

                                       OR

[_]   Transaction Report pursuant to section 13 or 15(d) of the Securities
      Exchange Act of 1934  (no fee required)

                        COMMISSION FILE NUMBER 0 - 14358

                                PARIS CORPORATION
             (Exact name of Registrant as specified in its Charter)

         PENNSYLVANIA                                 23-1645493
(State or other Jurisdiction of                      (I.R.S. Employer
 incorporation of organization)                    Identification No.)

                    700 HOBBS ROAD, WAYNE PENNSYLVANIA 19087
               (Address of principal executive office) (zip code)

                            Telephone: (609) 387-7300
              (Registrant's telephone number, including area code)

        Securities registered pursuant to Section 12(b) of the act: None

           Securities registered pursuant to section 12(g) of the act:

                                      TITLE
                    Capital Stock, $.004/par value per share

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding twelve months (or for such shorter period that the
Registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days.

                              Yes              No
                              [X]             [_]

         The aggregate market value of the voting stock held by nonaffiliates of
the registrant as of November 15, 2001 was $2,620,075

         Number of shares of outstanding common stock as of November 15, 2001:
3,270,535 shares.

                                        1

<PAGE>

ITEM 1 - BUSINESS
-----------------

GENERAL
-------

     Paris Corporation ("Paris"), formerly Paris Business Forms, Inc.,
incorporated in 1964 under the laws of the Commonwealth of Pennsylvania, is a
holding company with four wholly-owned subsidiaries: two active operating
companies in New Jersey and Texas, one inactive Florida corporation, and a
Delaware corporation which owns the Company's trademarks. Paris Business
Products, Inc., a New Jersey corporation and Paris Business Forms, Inc., a Texas
corporation (dba, Paris Business Products, Inc.), are the two operating
companies, with plants in New Jersey and Texas, respectively. PBF Corporation is
the Delaware corporation. The Texas and Florida corporations are both
wholly-owned subsidiaries of the New Jersey corporation. Paris also has a 57%
interest in a corporation, Signature Corporation, formed in 1992, to market
office products through the supermarket and drug chain channels. Two individuals
own the remainder of the interest in Signature Corporation.

     In January 1996, Paris changed its corporate name to Paris Corporation from
Paris Business Forms, Inc.

     The Company converts mill paper rolls to business forms at its New Jersey
manufacturing facility and distributes office products, through a number of
market channels including forms dealers, paper merchants, stationers, office
product and computer superstores, consumer electronics retailers, buying groups,
supermarkets, and drugstore chains from their New Jersey and Texas facilities.
Products include stock and custom continuous forms; mill cut, value added, and
custom cut sheets; paper handling products for small offices and home offices.
Geographically the Company markets its products throughout the United States and
Canada through Company sales representatives, independent representatives,
brokers, dealers, and distributors.

     Traditionally, the principal focus of the business was the manufacturing of
continuous forms designed to run on dot matrix and high speed impact printers.
The Company serves the stock continuous forms market and the custom forms
market, providing business forms to commercial businesses to specification.
Laser and inkjet printer technology continues to replace impact printers and,
accordingly, the Company's market for continuous forms is shrinking at a pace
estimated at 10% per year. The negative growth is more accelerated in the retail
market serving small business/home business customers since the printer
equipment investment is minimal and easy to replace. As a result, the Company
has been shifting its focus to the development, manufacture, and sale of
value-added and custom cut sheet products used on laser and inkjet printers.
Perfed, punched, lined, collated, colored, photo quality, and novelty cut sheet
products have been added to the product line. The continuous forms products
segment as a percentage of total sales has decreased from 43% to 37% to 30% in
fiscal years 1999, 2000, and 2001, respectively. It is estimated that this
segment will only account for 25% of total sales in fiscal 2002.

     The Burlington product line of value-added and cut sheet products targeted
to the small office and home office user has continued to expand with various
offerings to meet the everyday needs of inkjet and laser printer paper demand as
well as specialty products for photographic quality and other applications
requiring maximum color contrast and optimal ink absorption. Growth in this
product segment is expected to be 28% in FY 2002.

     Signature Corporation ("Signature"), the 57% owned joint venture,
distributes office products to the food and drug store markets. Formed in late
1992, Signature has continued to increase their stores served from 6,800 in 1996
to 12,000 in 2000. In August 1999, as a result of a stock tender by a Signature
minority shareholder, the Company's interest in Signature increased to 57%. This
change in ownership percentage in Signature was accounted for as a purchase and
Signature has been consolidated in the accompanying financial statements.
Signature Corporation does experience seasonal fluctuation in their sales
revenue. June, July and August represent approximately 35% of Signature's annual
revenue.

                                        2

<PAGE>

COMPETITION
-----------

     The business forms market is divided into two major segments. One segment
sells directly to end users, principally the 500 to 1,000 largest corporations.
The other segment, which Paris serves, distributes forms through resellers and
retailers. In the reseller market, there are three or four major competitors in
stock continuous forms who are larger than Paris and committed to stock computer
paper for the foreseeable future due to capital investment, albeit the negative
growth rate. The Company does not compete directly with the approximate dozen
direct sellers. There have been a number of acquisitions and mergers within the
industry and the consolidation mode is expected to continue going forward to
lower unit costs. Paris does not expect to pursue any acquisitions within this
business segment and will continue to shrink capacity commensurate with the
reduced demand for stock continuous forms.

     The cut sheet market is growing at a rapid pace fueled by the installation
of laser and inkjet printers throughout the major U.S. corporations and home and
small businesses. Sales volume is expected to grow due to the Company's
penetration of the retail market, serving a number of major retail stores.
However, competition in this market is increasing rapidly. The major paper mills
have developed marketing subsidiaries to serve the retail market.

SUPPLIERS
---------

     The Company purchases registered bond paper, (consisting of a wide variety
of weights, widths, colors, sizes and qualities), cut sheet, and carbonless
paper principally from the major United States paper mills. The Company believes
that it has good relationships with all of its suppliers.

     The Company has partnered or formed strategic alliances to provide raw
material, market support, and/or name recognition for its value added cut sheet
product and non-paper products. Currently, the Company represents the largest
volume customer of Boise Cascade for certain specialty retail cut sheet
products. The Company believes the strong relationship between Paris and Boise
Cascade will provide the Company a solid footing for future cut sheet supply.

SEGMENTS AND MAJOR CUSTOMERS
----------------------------

     The Company operates in three segments or lines of business, including
stock continuous forms and cut sheets; custom continuous forms and cut sheets;
consumer papers and office products. Financial information for each of the
Company's segments including net sales, operating income, total assets, capital
expenditures and sales to major customers, are included in the accompanying
financial statements.

     For the years ended September 30, 2001 and 2000, approximately 68% and 56%,
respectively, of the Company's sales were to three customers in the consumer
segment. For the year ended September 30, 1999, approximately 70% of the
Company's sales were to two customers in the consumer segment. No customer
accounted for more than 10% of stock or custom shipments in FY01 or FY00. There
was one customer that accounted for 14% of the custom business in FY99.

EMPLOYEES
---------

     As of September 30, 2001, the Company employed approximately 100 people in
manufacturing, sales and administrative functions in its corporate offices and
plants in New Jersey and Texas.

DISTRIBUTION AND MARKETING
--------------------------

     The Company markets the custom and stock forms products through many
independent dealers in the United States and Canada, as well as through retail
superstores. The independent distributors rely on several manufacturers, like
the Company, to supply these end users. The distributors range in size from a
single individual to a distributorship with several offices and an extensive
sales force. The Company operates, or contracts for storage space, in
strategically located warehouses along the east coast, southeast and southwest

                                        3

<PAGE>

regions of the country. These locations are used as the storage and shipping
points for its stock forms. Currently, the Company's primary method of
generating sales contacts is through its own sales force, sales representatives,
extensive marketing programs, referral and reputation.

     The sales force consists of five salespersons covering New England,
Mid-Atlantic, Southeast, Midwest and Southwest regions of the United States. A
network of independent sales representatives covering the entire United States
has been assembled over the past few years to sell the new non-paper products
through major resellers and retailers.

MANUFACTURING
-------------

     The Company's custom paper products are manufactured in the New Jersey
plant on eight presses and one collator. The presses provide the Company with
the ability to produce a wide variety of forms. Each piece of machinery requires
a skilled operator; support personnel are required on some equipment. The custom
forms operation runs primarily two shifts per day, with individual equipment
varying. The estimated capacity of the custom business is approximately $15.0
million in sales at current prices.

     The Company's stock form business is manufactured in New Jersey on two
presses. The majority of the stock forms are produced to be sold from inventory.
Each press is also capable of producing customized computer paper or stock forms
upon order. The stock operation is two shifts per day, five days per week, with
overtime on an as-needed basis. The estimated annual capacity of the stock
business is approximately $15 million in sales at current prices

     The Company's equipment is very well suited to produce nearly all of the
forms products required by a forms distributor or retailer. The Company
continues to monitor any new product requirements of its forms distributors and
assess what new equipment or equipment modifications are required to produce the
products.

OPERATIONS
----------

     The Company rents a 125,000 square foot plant and corporate office in
Burlington, New Jersey and leases a 20,000 square foot warehouse in Fort Worth,
Texas. There are no union affiliations among employees at the two locations.

     During the year ended September 30, 2001, the Company operated 5 custom
presses, 2 stock presses, and 1 collator. The Company subleased a portion of its
facilities under the terms of an operating lease which expires in January, 2002.
Other income includes $77,000 of rental income for the year ended September 30,
2001.

     Utilization of production capacity approximated 60% in New Jersey.

     Custom forms capacity continues to be converted from roll to sheeting
capability as demand shifts from continuous to cut sheet custom forms.
Currently, 65% of custom capacity is directed to cut sheets.

     The Company has adequate domestic paper supply sources with paper mills and
brokers at the present time. However, the mills are reallocating capacity to
higher grade papers and are de-emphasizing forms bond used in continuous form
production.

     Inventory levels were maintained at approximately two weeks supply for raw
material and 4-6 weeks supply for finished goods during the year.

OTHER MATTERS
-------------

     The corporate structure of the Company's legal entities was reorganized in
fiscal 1995. Paris Business Forms, Inc. (PBFI), the public company, transferred
substantially all of the operating assets and liabilities to a newly formed
subsidiary corporation, Paris Business Products, Inc. (PBP). The Texas operating
corporation, Paris Business Forms, Inc. (PBFITX) and a newly formed Florida
corporation, Paris Business Products, Inc.

                                        4

<PAGE>

(PBPFL), are subsidiaries of PBP. PBP, PBFITX and PBPFL are operating
corporations. PBF Corporation, a Delaware corporation, owns the Company
trademarks and remains a subsidiary of PBFI.

ITEM 2 - PROPERTIES

     In May 1998, the Company entered into a contract to sell the office and
production facility in New Jersey for a total price of $4,500,000. In addition,
the Company entered into an agreement to lease the facility back for a period of
three years plus, at the Company's option, an additional two three-year renewal
periods. During FY01 the Company renewed one of the three year options. The
total gain of $1,070,661 has been deferred and is being recognized over the term
of the original lease in the monthly amount of $29,741. The amount of the gain
deferred at September 30, 2000 was $0. The total gain recognized to date was
$1,070,661 at September 30, 2001. The lease calls for monthly rental payments of
$41,667 and escalating to $46,875 at the end of the lease.

     The Fort Worth, Texas facility was sold in June 1994 and replaced by a
45,000 square foot leased facility. In October 1999 the lease was modified, and
the Company signed a three year lease reducing the facility to 20,000 square
feet.

ITEM 3 - LEGAL PROCEEDINGS

     None.

ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     There were no matters submitted to a vote of security holders during the
year ended September 30, 2001.

                                     PART II

ITEM 5 - MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED SECURITY HOLDERS
MATTERS

(A) The Company's common stock is traded on the over-the-counter market and is
listed on the National Association of Stock Dealers Daily Quotation Service
(NASDAQ) National Market System. The Symbol for the Company is PBFI. The
registrar and transfer agent is Chase Mellon Shareholder Services. The table
below shows the high and low closing sale prices as reported by the National
Daily Quotation Service.

                                           RANGE OF SALE PRICES
                                           --------------------

                                2001 FISCAL YEAR           2000 FISCAL YEAR
                                ----------------           ----------------

                                HIGH          LOW         HIGH          LOW
First Quarter                  2.188         1.750        2.250        1.750
Second Quarter                 3.125         1.750        2.625        1.938
Third Quarter                  3.600         2.438        2.125        1.875
Fourth Quarter                 3.700         2.500        2.375        1.781

The approximate number of shareholders of record as of December 15, 2001 was
200.

The registrar and transfer agent is Chase Mellon Shareholder Services.

In January of 1999 the Company issued a $0.20 per share special dividend. In
March of 2000 the company issued a $0.10 per share special dividend. Currently
it is undetermined if the Company will declare any future dividends.

                                        5

<PAGE>

ITEM 6 - SELECTED FINANCIAL DATA

     The following selected financial data are derived from the financial
statements of the Company. The data should be read in conjunction with
"Management's Discussion and Analysis of Financial Conditions and Results of
Operations" and the financial statements and related notes thereto included
herein in Item 8.

                        FOR THE YEAR ENDED SEPTEMBER 30,
                     (IN THOUSANDS EXCEPT PER SHARE AMOUNTS)

                                   2001      2000      1999      1998      1997
                                   ----      ----      ----      ----      ----

NET SALES                       $43,050   $43,011   $35,433   $34,864   $51,674
INCOME (LOSS)
FROM OPERATIONS                   1,291       253       266      (763)   (3,372)

NET INCOME (LOSS)                 1,389       663       961       (16)   (2,469)

BASIC EARNINGS (LOSS)
PER SHARE                           .42       .20       .27    (0.004)    (0.68)

DILUTED EARNINGS (LOSS)
PER SHARE                           .42       .20       .27    (0.004)    (0.68)

TOTAL ASSETS                     22,242    19,278    21,419    20,570    23,477

WORKING CAPITAL                  14,368    12,120    11,698    12,426     9,999

LONG TERM DEBT
(excluding current portion)         498         0         0         0         0

SHAREHOLDERS' EQUITY             15,926    14,419    14,587    14,356   $14,701

CASH DIVIDENDS PER SHARE           NONE       .10       .20      NONE      NONE

ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS. ($ in thousands, except statistical data)

     The following discussion should be read in conjunction with the financial
statements, including the related notes.

Liquidity and Capital Resources

     Working capital at the end of fiscal years 2001, 2000 and 1999 was $14,368,
$12,120 and $11,698, respectively. Working capital increased $2,248 during the
fiscal year ended September 30, 2001.

     Net cash provided by operating activities was $931, primarily generated
from net income of $1389. Accounts receivable increased $444. Inventories
decreased $227 as Paris Business Products reduced inventory $453 through better
management. Conversely, Signature inventory increased $226, as sales were lower
than expected. Accounts payable and accrued expenses decreased $1397 due to
inventory management and an expedited turn around on trade payables to take
advantage of prompt payment terms.

                                        6

<PAGE>

     Net cash provided by investing activities was $1841 primarily related to
the net investment transactions of $2372 as marketable securities were sold and
moved to a cash position. The purchase of property and equipment of $554 was
primarily the purchase of a batcher sheeter for the conversion of a stock press
in the amount of $271. The sheeter will support the anticipated growth of custom
cut sheets and value-added Consumer papers.

     Net cash provided by financing activities was $2411. Proceeds from a
working capital loan were $1705. Proceeds from leases payable were $775. The
company financed the batcher sheeter which was purchased this year in addition
to financing a press purchased in fiscal year 1999 which was originally funded
internally. See Notes 7 and 9 in the Notes to the Consolidated Financial
Statements for additional information on these financing activities.

     The Company believes that it has sufficient resources to satisfy ongoing
cash requirements for the next twelve months. The Company will meet short-term
liquidity needs through cash provided by operations and current financing
arrangements.

2001 compared to 2000

     Net sales for the fiscal year ended September 30, 2001 were relatively flat
increasing $39. Although revenue was flat the product mix continued to shift.
The Consumer division had increased revenue of $4,828 or 29%. The growth is a
result of continuing to increase distribution, launch new products, and the
brand recognition of Burlington. Signature sales declined $2,480 as the Company
eliminated non-profitable distribution. The Commercial segment had declining
revenues of $2,744 or 12% as stock continuous computer paper and custom forms
declined $2,219.

     Cost of sales for the fiscal year ended September 30, 2001 decreased $1,206
or 3%. The decline in cost of goods sold as revenue remained constant is a
direct result of the change in product mix.

     Gross profit increased $1,245 or 28% in fiscal 2001 from $4,490 to $5,735
due to the above factors.

     Selling expenses, marketing costs and administrative expenses increased
$207 or 5% in fiscal 2001. Selling expenses decreased $229 due to a reduction in
salaries, benefits, and travel expenses. The relationship with Signature
Corporation allowed for a consolidation of sales personnel. Marketing expenses
increased $242 while supporting the growth of the Consumer segment.
Administrative expenses increased $264 due primarily to the reversal of a $200
Federal Tax Audit Reverse in fiscal 2000.

     Interest expense increased $183 related to the working capital line the
Company established in October, 2000 and Capital leases.

     Other income, net in fiscal 2001 decreased $561 due to (1) lower investment
income of $228, (2) reduced gain on the sale of fixed assets, primarily from the
amortization on the gain on the sale of the building of $133, (3) debt
forgiveness income of $129 in fiscal 2000, and (4) other expenses, net of $11.

2000 compared to 1999

     Net sales for the fiscal year ended September 30, 2000 increased 21% or
$7,579. The increase was driven by the continued growth of the Consumer segment,
which had increased revenue of 37% or $4,453. The growth is a result of
increased distribution and the launching of new products. The commercial segment
had a decrease in revenue of 2% or $554. Continuous Forms decreased $704 and
Commercial cut sheets decreased $725. These declines were offset by an increase
in revenue of $875 in the other commercial product lines such as Custom cut
sheets, Laser 3 and DocuGard. Sales allowances and rebates increased $475 due to
the increased revenue in the Consumer Segment. The effect of consolidating the
results of operation of Signature Corporation increased revenue $4,155 for the
year ended September 30, 2000.

                                        7

<PAGE>

     Cost of sales for the fiscal year ended September 30, 2000 increased 23% or
$7,163. Cost of sales increased 2% over the increase in sales revenue due
primarily to product mix in the Consumer segment. Offsetting these factors was
lower freight costs as a percentage of sales. Freight expense remained flat on
increased sales of 21% due to the better management in controlling these costs.

     Gross profit increased $416 or 10% in fiscal 2000 from $4,074 to $4,490 due
to the above factors.

ITEM 7A - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     Refer to Management's Discussion and Analysis of Financial Condition and
Results of Operations.


ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

              INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

CONSOLIDATED FINANCIAL STATEMENTS:                                      PAGE

CONSOLIDATED BALANCE SHEET AS OF SEPTEMBER 30, 2001
     AND 2000                                                             9

CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME
     (LOSS) FOR THE YEARS ANDED SEPTEMBER 30, 2001, 2000, AND 1999       10

CONSOLIDATED STATEMENT OF CHANGES IN  SHAREHOLDERS' EQUITY FOR
     THE YEARS ENDED SEPTEMBER 30, 2001, 2000 AND 1999                   11

CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEARS
     ENDED SEPTEMBER 30, 2001, 2000, AND 1999                            12

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS                               13 - 28

SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS                          29

INDEPENDENT AUDITORS' REPORT                                             30

     FINANCIAL STATEMENT SCHEDULES NOT INCLUDED IN THIS FORM 10-K HAVE BEEN
OMITTED BECAUSE THEY ARE NOT APPLICABLE OR THE REQUIRED INFORMATION IS SHOWN IN
THE FINANCIAL STATEMENTS OR NOTES THERETO.

                                        8

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------------------
                                                                                              September 30,

                                                                                             2001             2000
                                                                                             ----             ----
<S>                                                                                      <C>              <C>
Assets
Current Assets:
    Cash and cash equivalents                                                            $ 8,011,104      $ 2,828,114
    Investments:
        Available for sale                                                                 2,031,817        3,685,739
        Other                                                                                      -          611,000
    Accounts receivable, net of allowance for doubtful accounts of
        $382,911 in 2001 and $373,585 in 2000                                              5,709,869        5,422,198
    Inventories                                                                            3,634,852        3,861,964
    Prepaid expenses                                                                          39,751          321,389
    Deferred tax asset                                                                       437,200          163,581
                                                                                         -----------      -----------
           Total current assets                                                           19,864,593       16,893,985

Investments
    Available for sales                                                                            -          250,628

Property and equipment, net                                                                1,664,825        1,590,179

Deferred tax asset                                                                           400,900          129,308

Other assets                                                                                 311,428          413,451
                                                                                         -----------      -----------

               Total Assets                                                              $22,241,746      $19,277,551
                                                                                         ===========      ===========

Liabilities and Shareholders' Equity
Current Liabilities:
    Note payable, bank                                                                   $ 1,705,047                -
    Note payable                                                                                   -           $8,951
    Curretn maturities of obligations under capital leases                                   216,485                -
    Accounts payable and accrued expenses                                                  2,749,743        4,146,610
    Accrued payroll and related expenses                                                     334,696          297,179
    Income taxes payable                                                                     235,100           95,134
    Deferred tax liability                                                                   255,834            7,286
    Deferred revenue                                                                               -          218,891
                                                                                         -----------      -----------

           Total current liabilities                                                       5,496,905        4,774,051

Long term debt

      Obligations under capital leases, net of current maturities                            498,404                -
                                                                                         -----------      -----------

               Total liabilities                                                           5,995,309        4,774,051
                                                                                         -----------      -----------

Minority interest                                                                            320,706           84,460
                                                                                         -----------      -----------

Commitments and Contigencies

Shareholders' Equity:
    Common stock, $.004 par value;
    Authorized 10,000,000 shares; Issued 3,937,517 shares                                     15,751           15,751
    Additional paid-in capital                                                             8,588,243        8,588,243
    Accumulated other comprehensive income (loss)                                             41,800         (75,800)
    Retained earnings                                                                      9,772,959        8,383,868
                                                                                         -----------      -----------

                                                                                          18,418,753       16,912,062

    Less common stock held in treasury, at cost;
        666,982 shares                                                                     2,493,022        2,493,022
                                                                                         -----------      -----------

               Total shareholders' equity                                                 15,925,731       14,419,040
                                                                                         -----------      -----------

               Total Liabilities and Shareholders' Equity                                $22,241,746      $19,277,551
                                                                                         ===========      ===========
</TABLE>

                 See notes to consolidated financial statements

                                        9

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
      CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------------

                                                                                    Year ended September 30
                                                                                    -----------------------
                                                                             2001            2000             1999
                                                                             ----            ----             ----
<S>                                                                       <C>             <C>              <C>
Net sales                                                                 $43,049,923     $43,011,083      $35,432,551
                                                                          -----------     -----------      -----------

Costs and expenses:
    Cost of products sold                                                  37,314,488      38,520,851       31,358,303
    Selling expenses                                                        2,035,176       2,093,009        1,802,100
    General and administrative expenses                                     2,408,897       2,144,497        2,005,711
    Interest expense                                                          189,271           6,754           57,995
    Other income, net                                                        (454,438)     (1,010,246)      (1,250,466)
                                                                          -----------     -----------      -----------

        Total costs and expenses                                           41,493,394      41,754,865       33,973,643
                                                                          -----------     -----------      -----------

Income before income tax (expense)
     benefit and minority interest                                          1,556,529       1,256,218        1,458,908

Income tax (expense) benefit                                                   68,808        (602,880)        (547,759)
                                                                          -----------     -----------      -----------

Income before minority interest                                             1,625,337         653,338          911,149

    Minority interest                                                       (236,246)           9,529           49,581
                                                                          -----------     -----------      -----------

Net income                                                                  1,389,091         662,867          960,730
                                                                          -----------     -----------      -----------

Other comprehensive income
      Unrealized gain on securities arising during the
         period, net of taxes of $36,000 in 2001, $7,600
         in 2000, and $39,400 in 1999                                          58,411          19,785           58,525
      Reclassification adjustment for (gains)
        losses included in net income                                          59,189         (29,239)          38,541
                                                                          -----------     -----------      -----------

      Total other comprehensive income (loss)                                 117,600          (9,454)          97,066
                                                                          -----------     -----------      -----------

Total comprehensive income                                                $ 1,506,691     $   653,413      $ 1,057,796
                                                                          ===========     ===========      ===========

Basic earnings per share                                                  $      0.42     $      0.20      $      0.27
                                                                          ===========     ===========      ===========

Diluted earnings per share                                                $      0.42     $      0.20      $      0.27
                                                                          ===========     ===========      ===========
</TABLE>

*Restated, Note 2

                 See notes to consolidated financial statements

                                       10

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
           CONSOLIDATION STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
                  YEARS ENDED SEPTEMBER 30, 2001, 2000 AND 1999
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                         Additional Accumulated Other
                                         Common Stock    Paid - In    Comprehensive    Retained     Treasury Stock
                                        Shares   Amount   Capital     Income (Loss)    Earnings    Shares     Amount       Total
                                        ------   ------   -------     -------------    --------    ------     ------       -----
<S>                                    <C>       <C>     <C>          <C>             <C>        <C>       <C>          <C>
Balance, September 30, 1998            3,937,517 $15,751 $8,588,243   $  (163,412)    $7,797,181 (382,872) $(1,882,237) $14,355,526

Purchase of 61,800 treasury shares             -       -          -             -              -  (61,800)    (141,454)    (141,454)

Issuance of 11,400 treasury shares             -       -          -             -              -   11,400       23,500       23,500

Dividends paid ($0.20 per share)               -       -          -             -       (708,825)       -            -     (708,825)

Net income                                     -       -          -             -        960,730                            960,730

Other comprehensive income                     -       -          -        97,066              -        -            -       97,066
                                      ------------------------------  -----------     ---------------------------------------------

Balance, September 30, 1999            3,937,517  15,751  8,588,243       (66,346)     8,049,086 (433,272)  (2,000,191)  14,586,543

Purchase of 237,710 treasury shares            -       -          -             -              - (237,710)    (501,081)    (501,081)
                                                                                                                        -----------

Issuance of 4,000 treasury shares              -       -          -             -              -    4,000        8,250        8,250

Dividends paid ($0.10 per share)               -       -          -             -       (328,085)       -            -     (328,085)

Net income                                     -       -          -             -        662,867        -            -      662,867

Other comprehensive loss                       -       -          -        (9,454)             -        -            -       (9,454)
                                      ------------------------------  -----------     ---------------------------------------------

Balance, September 30, 2000            3,937,517  15,751  8,588,243       (75,800)     8,383,868 (666,982)  (2,493,022)  14,419,040

Net income                                     -       -          -             -      1,389,091        -            -    1,389,091

Other comprehensive loss                       -       -          -       117,600              -        -            -      117,600
                                      ------------------------------  -----------     ---------------------------------------------

Balance, September 30, 2001            3,937,517 $15,751 $8,588,243   $    41,800     $9,772,959 (666,982) $(2,493,022) $15,925,731
                                       ========= ======= ==========   ===========     ========== ========= ===========  ===========
</TABLE>

                 See notes to consolidated financial statements

                                       11

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                  Year Ended September 30
                                                                                  -----------------------
                                                                            2001           2000           1999
                                                                            ----           ----           ----
<S>                                                                     <C>            <C>            <C>
Cash flows from operating activities
   Net income (loss)                                                    $ 1,389,091    $   662,867    $   960,730
                                                                        -----------    -----------    -----------
   Adjustments to reconcile net income to net cash
      cash provided by operating activities:
        Depreciation and amortization                                       477,697        727,684        555,660
        Gain on sale of property and equipment                             (240,351)      (372,887)      (371,718)
        (Gain) Loss on sale of investments                                  235,350        (48,289)      (366,683)
        Debt forgiveness income                                                   -       (128,999)             -
        Equity (deficiency) in limited partnership interests                 25,874       (123,574)      (168,500)
        Provision for doubtful accounts                                     156,000        153,065        115,100
        Equity in gain of investment in joint venture                             -              -        (75,183)
        Deferred income tax (benefit) expense                              (296,663)       307,067        266,650
        Minority interest                                                   236,246         (9,528)       (49,581)
        Noncash compensation                                                      -          4,250              -
        (Increase) decrease in assets:
           Accounts receivable                                             (443,671)       383,342     (1,289,244)
           Inventories                                                      227,112        304,926        103,424
           Refundable income taxes                                                -        190,252       (190,252)
           Prepaid expenses                                                 281,638       (262,859)       (15,867)
           Other assets                                                     102,024        (26,166)       (45,506)
        Increase (decrease) in liabilities:
           Accounts payable and accrued expenses                         (1,396,869)    (1,050,195)     1,213,260
           Accrued payroll and related expenses                              37,517       (402,375)       179,238
           Income taxes payable                                             139,966         50,734       (193,475)
                                                                        -----------    -----------    -----------

   Total adjustments                                                       (458,130)      (303,552)      (332,677)
                                                                        -----------    -----------    -----------

   Net cash provided by operating activities                                930,961        359,315        628,053
                                                                        -----------    -----------    -----------
Cash flows from investing activities
   Decrease in restricted cash                                                    -              -      2,140,338
   Proceeds from sale of investments                                      3,058,389        968,783      3,964,583
   Purchase of investments                                                 (686,463)    (1,286,853)    (2,760,065)
   Proceeds from sale of property and equipment                              23,175         16,000              -
   Purchase of property and equipment                                      (554,057)      (200,058)      (911,904)
   Acquisition of majority interest in investee, net of cash acquired             -              -         39,171
                                                                        -----------    -----------    -----------

   Net cash provided by(used in) investing activities                     1,841,044       (502,128)     2,472,123
                                                                        -----------    -----------    -----------

Cash flows from financing activities
   Repayment of note payable                                                 (8,951)       (83,836)        (7,843)
   Sales of treasury stock                                                        -          4,000         23,500

   Purchase of treasury stock                                                     -       (501,081)      (141,454)
   Proceeds (repayment) of note payable, bank                             1,705,047              -     (2,459,052)
   Proceeds of lease payable, bank                                          775,000              -              -
   Repayment of lease payable, bank                                         (60,111)             -              -
   Dividends paid                                                                 -       (328,085)      (708,825)
                                                                        -----------    -----------    -----------

   Net cash provided by (used in) financing activities                    2,410,985       (909,002)    (3,293,674)
                                                                        -----------    -----------    -----------

Net increase (decrease) in cash and cash equivalents                      5,182,990     (1,051,815)      (193,498)

Cash and cash equivalents, beginning of year                              2,828,114      3,879,929      4,073,427
                                                                        -----------    -----------    -----------

Cash and cash equivalents, end of year                                  $ 8,011,104    $ 2,828,114    $ 3,879,929
                                                                        ===========    ===========    ===========
SUPPLEMENTAL Disclosures of Cash Flow Information
      Interest paid                                                     $   181,993    $    53,754    $    66,711
      Income taxes paid                                                     313,059         45,030        430,684
</TABLE>

                 See notes to consolidated financial statements

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

NOTE 1                       Paris Corporation and Subsidiaries (collectively,
Nature of                    the "Company") manufacture stock and Nature of
Operations                   Operations custom business forms, provide value
                             added services to cut sheet products, and
                             distribute plastic and office products and
                             computer/printer peripheral products. The Company
                             manufactures stock and custom forms in Burlington,
                             New Jersey. The Company markets through retailers,
                             resellers, and dealers throughout the United States
                             and Canada.

NOTE 2                       Principles of Consolidation
                             ---------------------------
Summary of Significant
Accounting Policies          The consolidated financial statements include the
                             accounts of the Company and its wholly-owned and
                             majority owned subsidiaries. All material
                             intercompany transactions and balances have been
                             eliminated.

                             Use of Estimates
                             ----------------

                             The preparation of financial statements in
                             conformity with accounting principles generally
                             accepted in the United States of America requires
                             management to make estimates and assumptions that
                             affect certain reported amounts and disclosures.
                             Actual results could differ from those estimates.

                             Revenue Recognition
                             -------------------

                             The Company recognizes revenue from product sales
                             upon delivery to its customer, which is the point
                             when title passes to the customer.

                             Cash and Cash Equivalents
                             -------------------------

                             Cash and cash equivalents includes cash on deposit,
                             money market accounts and securities maturing in 90
                             days or less.

                             Financial Instruments
                             ---------------------

                             The carrying amounts of cash and cash equivalents,
                             accounts receivable, prepaid expenses, accounts
                             payable and accrued expenses, and note payable
                             approximate their fair values as of September 30,
                             2001 and 2000.

                             Investments
                             -----------

                             Management determines the appropriate
                             classification of investment securities at the time
                             they are acquired and evaluates the appropriateness
                             of such classifications at each balance sheet date.
                             The classification of those securities and the
                             related accounting policies are as follows:

                                .    Available-for-Sale Securities

                             Available-for-sale securities consist of marketable
                             equity and debt securities not classified as
                             trading securities. Available-for-sale securities
                             are stated at fair value based on quoted market
                             prices and unrealized

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

NOTE 2                       Investments (continued)
                             -----------------------
Summary of Significant
Accounting Policies             .   Available-for-Sale Securities (continued)
(continued)
                             holding gains and losses are reported as a separate
                             component of shareholders' equity, net of tax,
                             except for permanent impairments in value which are
                             recognized in current earnings. Realized gains and
                             losses are included in income.

                                .   Other

                             The Company accounts for investments in limited
                             partnerships under the equity method of accounting.

                             Inventories
                             -----------

                             Inventories are stated at the lower of cost or
                             market. Cost is determined by the first-in,
                             first-out method (FIFO).

                             Property and Equipment and Depreciation
                             ---------------------------------------

                             Property and equipment are stated at cost.
                             Expenditures for renewals and betterments which
                             increase the useful life or capacity of property
                             and equipment are also capitalized at cost.
                             Expenditures for repairs and maintenance are
                             charged to expense as incurred. Gain or loss on the
                             retirement or disposal of capital assets is
                             included in income in the period of disposal.

                             Depreciation is computed using the straight-line
                             method over the estimated useful lives of the
                             assets. Depreciation was $405,409, $483,841 and
                             $531,817 for the years ended September 30, 2001,
                             2000 and 1999, respectively.

                             Other Assets
                             ------------

                             The Company provides display racks to its resellers
                             for the display of its goods in stores. These
                             display racks are amortized on the straight-line
                             method over eighteen months commencing when the
                             display racks are shipped to the resellers.
                             Amortization was $72,288, $243,843 and $23,843 for
                             the years ended September 30, 2001, 2000 and 1999,
                             respectively.

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

NOTE 2            Per Share Data
Summary of        --------------
Significant
Accounting        The following table sets forth the computation of
Policies          basic earnings per share for the years ended
(continued)       September 30, 2001, 2000 and 1999:

                                                  2001        2000       1999
                                                --------    --------   --------

                  Numerator
                      Net income available to
                         common shareholders   $1,389,091 $  662,867 $  960,730
                  Denominator
                      Weighted-average shares
                         outstanding            3,270,535  3,323,811  3,526,087

                  Basic earnings per share     $     0.42 $     0.20 $     0.27

                  The following table sets forth the computation of diluted
                  earnings per share for the years ended September 30, 2001,
                  2000 and 1999:

                                                  2001        2000       1999
                                                --------    --------   --------

                  Numerator
                      Net income available to
                         common shareholders    $1,389,091 $  662,867 $  960,730
                  Denominator
                      Adjusted weighted-average
                       shares outstanding        3,312,901  3,326,647  3,538,398

                  Diluted earnings per share    $     0.42 $     0.20 $     0.27

                  Stock-Based Compensation
                  ------------------------

                  As permitted by Statement of Financial Accounting Standards
                  No. 123, "Accounting for Stock-Based Compensation," the
                  Company has elected to follow Accounting Principles Board
                  Opinion No. 25, "Accounting for Stock Issued to Employees,"
                  ("APB 25"). Under APB 25, no compensation expense is
                  recognized at the time of option grant because the exercise
                  price of the Company's employee stock option equals the fair
                  market value of the underlying common stock on the date of
                  grant.

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

NOTE 2                       Income Taxes
Summary of Significant       ------------
Accounting Policies
(continued)                  The Company accounts for income taxes under the
                             liability  method.  Under this method, deferred tax
                             assets and liabilities are determined based on
                             differences  between financial reporting and tax
                             bases of assets and liabilities and are measured
                             using the enacted tax rates and laws that will be
                             in effect when the differences are expected to
                             reverse.

                             Comprehensive Income
                             --------------------

                             Comprehensive income consists of net income and
                             unrealized gains and losses on certain investments
                             in marketable debt and equity securities and is
                             presented in the consolidated statement of
                             operations and comprehensive income. Other
                             comprehensive income is net of realized gains and
                             losses included in net income. Accumulated other
                             comprehensive income (loss) is net of related
                             deferred income taxes and is presented as a
                             component of shareholders' equity.

                             Accounting Pronouncements
                             -------------------------

                             In June, 2001, the Financial Accounting Standards
                             Board ("FASB") issued SFAS 141, "Business
                             Combinations", SFAS 142, "Goodwill and Other
                             Intangible Assets" and SFAS No. 143, "Accounting
                             for Asset Retirement Obligations". In August, 2001,
                             the FASB issued SFAS 144, "Accounting for the
                             Impairment or Disposal of Long-Lived Assets". SFAS
                             141 requires all business combinations initiated
                             after June 30, 2001 to be accounted for using the
                             purchase method of accounting. In addition, it
                             requires application of the provisions of SFAS 142
                             for goodwill and other intangible assets related to
                             any business combinations completed after June 30,
                             2001, but prior to the adoption date of SFAS 142.
                             SFAS 142 changes the accounting for goodwill and
                             other intangible assets. Upon adoption, goodwill
                             will no longer be subject to amortization over its
                             estimated useful life. Rather, goodwill will be
                             subject to at least an annual assessment for
                             impairment by applying a fair-value-based test. All
                             other acquired intangibles will be separately
                             recognized if the benefit of the intangible asset
                             is obtained through contractual or other legal
                             rights, or if the intangible asset can be sold,
                             transferred, licensed, or exchanged, regardless of
                             the Company's intent to do so. Other intangibles
                             will be amortized over their useful lives. SFAS 142
                             becomes effective for the Company on October 1,
                             2002.

                             SFAS 143 addresses financial accounting and
                             reporting for obligations associated with the
                             retirement of tangible long-lived assets and the
                             associated asset retirement costs. SFAS 143 becomes
                             effective for the Company on October 1, 2002. SFAS
                             144 replaces SFAS 121, "Accounting for Impairment
                             of Long-Lived Assets and for Long-Lived

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

NOTE 2               Accounting Pronouncements (continued)
Summary of           -------------------------------------
Significant
Accounting           Assets to be Disposed Of and other related provisions. SFAS
Policies             144 provides updated guidance concerning the recognition
(continued)          and measurement of an impairment loss for certain types of
                     long-lived assets. It also expands the scope of a
                     discontinued operation to include a component of an entity,
                     and it eliminates the current exemption to consolidation
                     when control over a subsidiary is likely to be temporary.
                     SFAS 144 is effective for financial statements issued for
                     fiscal years beginning after December 15, 2001, and interim
                     periods within those years.

                     The adoption of the provisions of SFAS 141, SFAS 142, SFAS
                     143 and SFAS 144 will have no impact on the Company's
                     results of operations, financial position or cash flows.

NOTE 3               Prior to August 31, 1999, Paris Corporation held a 44%
Investment in        interest in Signature Corporation ("Signature") which was
Signature            accounted for using the equity method of accounting. In
Corporation          September, 1999, as a accounted result of a stock tender by
                     a Signature minority shareholder, the Company's interest in
                     Signature increased to 57%. This change in ownership
                     percentage in Signature was accounted for as a purchase and
                     Signature has been consolidated in the accompanying
                     financial statements. The results of operations of
                     Signature have been included in the accompanying 1999
                     consolidated statement of operations for the month of
                     September, 1999. Signature is a wholesaler of plastic and
                     other office products.

                     The following pro forma results of operations information
                     has been prepared to give effect to the purchase as if such
                     transaction had occurred at the beginning of the period
                     presented. The information presented is not necessarily
                     indicative of results of future operations of the combined
                     companies.

                                   Pro forma Results of Operations
                                            (Unaudited)

                                                                   Year Ended
                                                                 September 30,
                                                                      1999
                                                               -----------------
                     Net sales                                   $41,489,656

                     Net income                                  $   924,482

                     Basic earnings per share                    $      0.26

                     Diluted earnings per share                  $      0.26

                     Weighted average shares, basic                3,526,087

                     Adjusted weighted average shares, diluted     3,538,398

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


--------------------------------------------------------------------------------


NOTE 4              Investments as of September 30, 2001 and 2000 are summarized
Investments         as follows:


<TABLE>
<CAPTION>
                                                      2001                       2000
                                           --------------------------  -------------------------

                                            Fair Value       Cost       Fair Value      Cost
                                           ------------   -----------  ------------- -----------
<S>                                          <C>          <C>           <C>          <C>
                    Available for sale
                        Stocks               $1,471,899   $1,370,375    $1,410,402   $1,367,193
                        Mutual funds            393,548      429,401       598,166      778,389
                        U.S. treasuries
                         and bonds              166,370      164,407       167,655      165,073
                        Corporate
                         bonds
                         and notes                    -            -     1,509,516    1,497,575
                                             ----------   ----------    ----------   ----------

                        Total                $2,031,817   $1,964,183    $3,685,739   $3,808,230
                                             ==========   ==========    ==========   ==========

                    Noncurrent
                        Corporate
                         notes
                         maturing
                         December 19,
                         2001                $        -   $        -    $  250,628   $  250,937
                                             ==========   ==========    ==========   ==========
</TABLE>

                    The fair value of the Companies' available for sale
                    investments is net of margin loans of $15,425 and $886,554
                    as of September 30, 2001 and 2000, respectively.

                    Gross unrealized holding gains and losses as of September
                    30, 2001 and 2000 are as follows:

                                                       2001         2000
                                                     --------     --------

                    Gross unrealized gains
                         Stocks                      $243,697      $56,128
                         Mutual funds                       -        9,055
                         U.S. treasury and bonds        1,963       14,524

                    Gross unrealized losses
                         Stocks                      (142,173)      (2,049)
                         Mutual funds                 (35,853)    (200,149)
                         Corporate bonds and notes          -         (309)
                                                     --------    ---------

                         Total                       $ 67,634    ($122,800)
                                                     ========    =========

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


--------------------------------------------------------------------------------


NOTE 4              Proceeds from the sale of securities classified as
Investments         available-for-sale for the years ended September 30, 2001,
(continued)         2000 and 1999 were $2,612,727, $968,783 and $460,699,
                    respectively. For the purpose of determining gross
                    realized gains and losses, the cost of securities sold is
                    based upon specific identification:

<TABLE>
<CAPTION>
                                                          Year Ended September 30
                                             -----------------------------------------------

                                                 2001               2000            1999
                                             -------------    --------------    ------------
                    <S>                      <C>              <C>               <C>
                    Gross realized gains        $465,452          $201,374        $  4,614
                                             =============    ==============    ============

                    Gross realized losses      ($561,298)        ($153,085)      ($ 69,755)
                                             =============    ==============    ============
</TABLE>

                    Other Investments
                    -----------------

                    Other investments as of September 30, 2000 consisted of an
                    interest in a limited partnership. The limited partnership
                    invests in publicly traded securities with readily
                    determinable market values. The Company accounts for these
                    investments utilizing the equity method of accounting.
                    Income and losses are recorded based on the Company's
                    beneficial interest. The limited partnership interests were
                    sold during 1999 for gross proceeds of $3,503,884 which
                    resulted in a gross realized gain of $431,824. During 2000,
                    the Company reinvested $500,000 in one of the Limited
                    Partnerships which resulted in a recognized gain of
                    $111,000. The limited partnership interests were sold during
                    2001 for gross proceeds of $445,662 which resulted in a
                    recognized loss of $165,378.

NOTE 5              Inventories as of September 30, 2001 and 2000 consist of the
Inventories         following:

                                               2001             2000
                                          --------------   --------------

                    Raw materials           $  810,378       $1,473,441
                    Work in progress           334,729          180,430
                    Finished goods           2,489,745        2,208,093
                                          --------------   --------------

                                            $3,634,852       $3,861,964
                                          ==============   ==============


NOTE 6              Property and equipment as of September 30, 2001 and 2000
Property and        consist of the following:
Equipment

<TABLE>
<CAPTION>
                                                                 2001             2000
                                                            ---------------   ---------------
                    <S>                                       <C>               <C>
                    Building improvements                     $    18,445       $    18,445
                    Machinery and equipment                     8,821,034         9,071,014
                    Furniture and fixtures                        300,977           377,095
                    Automobiles and trucks                        118,585           154,585
                                                            ---------------   ---------------
                                                                9,259,041         9,621,139
                    Less accumulated depreciation               7,594,216         8,030,960
                                                            ---------------   ---------------

                                                              $ 1,664,825       $ 1,590,179
                                                            ===============   ===============
</TABLE>

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


--------------------------------------------------------------------------------


NOTE 7              In October, 2000, Paris Business Products, Inc. agreed to
Note Payable,       a revolving line-of-credit with a bank September 30, 2001)
Bank                and expires March 31, 2002. The for $3,500,000. The line
                    bears interest at the prime rate (6.0% as ofline contains
                    financial covenants including minimumworking capital
                    requirements, debt to equity limitations, cash flow
                    requirements, and other covenants and is collateralized by
                    all of the assets of Paris Business Products, Inc.

NOTE 8              In connection with the Signature stock tender (see
Note Payable        Note 3), Signature converted $100,630 of accounts
                    payable into a promissory note. The note was payable
                    monthly in installments of $9,059 with interest at
                    14.5%. The outstanding balance was $-0- and $8,951
                    as of September 30, 2001 and 2000, respectively.

NOTE 9              The Company is obligated under noncancelable lease
Obligations         arrangements for manufacturing equipment which expire at
Under Capital       various dates through September, 2006.
Leases and
Subsequent          The minimum lease payments are as follows:
Event

                              Year Ending September 30
                              ------------------------

                                      2002                            $260,689
                                      2003                             260,689
                                      2004                             195,280
                                      2005                              64,463
                                      2006                              64,463
                                                                      ---------

                          Total minimum lease payments                 845,584

                          Less amounts representing interest           102,695
                                                                      ---------

                          Present value of net minimum lease
                             payments                                  742,889

                          Less current maturities                      216,485
                                                                      ---------

                          Obligations under capital leases, net of
                             current maturities including subsequent
                             event

                                                                       526,404

                          Less subsequent event, lease proceeds
                             received in October, 2001                 (28,000)
                                                                      ---------

                           Obligations under capital leases, net of
                             current maturities                       $498,404
                                                                      =========

                                       20

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


--------------------------------------------------------------------------------


NOTE 9              The leased property is included in property and equipment
Obligations         as of September 30, 2001 as follows:
Under Capital
Leases and                Equipment                                $930,238
Subsequent                Less accumulated amortization             147,020
                                                                   --------
Event
(continued)                                                        $783,218
                                                                   ========


                    In October, 2001, the Company incurred an additional $28,000
                    of lease debt. This amount is included in the schedule of
                    minimum lease payments on the preceding page.

NOTE 10             The composition of the (expense) benefit for income taxes
Income Taxes        for the years ended September  30, 2001, 2000 and 1999 is
                    as follows:

<TABLE>
<CAPTION>
                                                    2001                2000                1999
                                                -------------      --------------      -------------
                     <S>                        <C>                <C>                 <C>
                    Current

                         Federal                ($  344,483)         ($ 181,067)        ($ 206,709)
                         State                       43,794            (114,746)           (74,400)
                                                -------------      --------------      -------------

                         Total current             (300,689)           (295,813)          (281,109)
                                                -------------      --------------      -------------

                    Deferred

                         Federal                    142,326            (411,480)          (196,077)
                         State                      227,171             104,413            (70,573)
                                                -------------      --------------      -------------

                         Total deferred             369,497            (307,067)          (266,650)
                                                -------------      --------------      -------------

                                                 $   68,808          ($ 602,880)        ($ 547,759)
                                                =============      ==============      =============
</TABLE>

                    The 2001 deferred tax benefit considers the anticipated
                    realization of the carryforward of certain federal and state
                    net operating losses. The Company has state net operating
                    loss carryforwards of approximately $9,400,000, available to
                    offset future state taxable income. The state net operating
                    loss carryforwards expire in the years through 2007

                    The Company's subsidiary, Signature Corporation has federal
                    and state net operating loss carryforwards of approximately
                    $1,600,000 and $984,000, respectively, available to offset
                    future federal and state taxable income. The federal loss
                    carryforwards expire at various dates through 2020. The
                    state loss carryforwards expire at various dates through
                    2007.

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


--------------------------------------------------------------------------------


NOTE 10           Reconciliations of income taxes with the amounts that would
Income Taxes      result from  applying the U.S. statutory rate are as follows:
(continued)

<TABLE>
<CAPTION>
                                                               2001             2000             1999
                                                           -----------      -----------      -----------
                  <S>                                      <C>              <C>              <C>
                  Expense at statutory rates                ($481,590)       ($427,114)       ($481,740)
                  State income taxes, net of federal
                       income tax benefit                     (92,457)         (75,864)         (74,400)
                  Prior year over (under) accruals             59,993                -          (11,250)
                  Tax on deferred partnership
                       investment income                            -         (109,909)               -
                  Tax benefit of net operating loss
                       carryforward                           258,296                -                -
                  Deferred tax benefits of net
                       operating loss carryforwards           369,497                -                -
                  Other, net                                  (44,931)          10,007           19,631
                                                           -----------      -----------      -----------

                  Income tax (expense) benefit             $   68,808        ($602,880)       ($547,759)
                                                           ===========      ===========      ===========


                  The components of the net deferred tax asset as of
                  September 30, 2001 and 2000 are as follows:

<CAPTION>
                                                                               2001             2000
                                                                           ------------     ------------
                  <S>                                                      <C>              <C>
                  Inventory reserves                                       $   103,200      $   146,200
                  Allowance for doubtful accounts                              184,000          201,800
                  Reserve accruals                                              33,600           40,500
                  Gain on sale of building                                       -               96,100
                  Unrealized loss (income) on securities                       (25,834)          39,300
                  Limited partnership income                                     -              (46,600)
                  Depreciation                                                (230,000)        (325,500)
                  State net operating loss                                     882,200        1,047,200
                  Federal net operating loss                                   565,900          689,588
                                                                           ------------     ------------

                       Total                                                 1,513,066        1,888,588

                  Less valuation allowance                                     930,800        1,602,985
                                                                           ------------     ------------

                       Net deferred tax asset                              $   582,266      $   285,603
                                                                           ============     ============
</TABLE>


<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


--------------------------------------------------------------------------------


NOTE 10         These amounts have been presented in the consolidated financial
Income Taxes    statements as follows:
(continued)

                                                         2001           2000
                                                      -----------   -----------

                 Current deferred tax asset           $  437,200    $  163,581
                 Noncurrent deferred tax asset           400,900       129,308
                 Current deferred tax liability         (255,834)       (7,286)
                                                      -----------   -----------

                                                      $  582,266    $  285,603
                                                      ===========   ===========

                The change in the valuation allowance is related to the
                recognition of the tax benefits of certain federal and state net
                operating loss carryforwards. The valuation allowance decreased
                $672,185 and $39,795 for the years ended September 30, 2001 and
                2000, respectively.

NOTE 11         In November, 1995, the Board of Directors adopted the Company's
Stock Option    1995 Stock Option Plan to permit the issuance of incentive
Plan            stock options under Section 422 of the Internal  Revenue Code.
                There are 500,000 shares of common stock authorized for
                non-qualified and incentive stock options under the plan, which
                are subject to adjustment in the event of stock splits, stock
                dividends and other situations. Under the plan, no options may
                be granted more than ten years after the effective date of the
                plan. The exercise price of all incentive stock options granted
                under the option plan may be no less than fair market value of
                such shares on the date of grant. Stock option activity for the
                years ended September 30, 2001, 2000 and 1999 is as follows:

<TABLE>
<CAPTION>
                                                         2001           2000            1999
                                                      ----------     ----------      ----------
                <S>                                   <C>            <C>             <C>
                Outstanding, beginning of year          209,300        364,300         350,300
                Granted                                  92,000              -          44,000
                Expired/exercised                       (40,000)      (155,000)        (30,000)
                                                      ----------     ----------      ----------

                Outstanding, end of year                261,300        209,300         364,300
                                                      ==========     ==========      ==========

                Exercisable, end of year                261,300        209,300         320,300
                                                      ==========     ==========      ==========

                Available for grant, end of year
                                                        140,000        232,000         232,000
                                                      ==========     ==========      ==========

                Option price range as of              $1.875 to      $1.875 to       $1.875 to
                     September 30                     $7.250         $7.250          $7.975
</TABLE>


<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


--------------------------------------------------------------------------------



NOTE 11         Options outstanding as of September 30, 2001 have an average
Stock Option    exercise price of $3.01 and  a remaining contractual life of
Plan            4.80 years. Options outstanding as of September 30,  2000
(continued)     have an average exercise price of $3.23 and a remaining
                contractual life of 3.83 years. Options outstanding as of
                September 30, 1999 have an average exercise price of $3.50 and a
                remaining contractual life of 5.1 years.

                Statement of Financial Accounting Standards No. 123 ("SFAS No.
                123") requires pro forma information regarding net income and
                earnings per share as if the Company had accounted for its
                employee stock options granted under the fair value method of
                SFAS No. 123. The fair value of these equity awards was
                estimated at the date of grant using the Black-Scholes option
                pricing methods. The weighted average assumptions used were:
                risk free interest rate of 4.00% and 6.00%; expected volatility
                of 0.18% and 1.08%; expected option life of five to ten years
                and expected dividends rate of 0.0% for the years ended
                September 30, 2001 and 1999, respectively. No options were
                granted during the year ended September 30, 2000.

                The pro forma effect on net income and earnings per share for
                the years ended September 30, 2001, 2000 and 1999 is as follows:

<TABLE>
<CAPTION>
                                                               2001           2000          1999
                                                            ----------     ---------     ----------
                <S>                       <C>               <C>           <C>            <C>
                Net income                As reported       $1,389,091      $662,867      $960,730
                                          Pro forma         $1,370,532      $662,867      $907,877

                Basic earnings per        As reported       $     0.42      $   0.20      $   0.27
                     share                Pro forma         $     0.42      $   0.20      $   0.26

                Diluted earnings per      As reported       $     0.42      $   0.20      $   0.27
                     share                Pro forma         $     0.41      $   0.20      $   0.26
</TABLE>

NOTE 12         Leases
                ------
Commitments
and
Contingencies   The Company has certain operating leases, primarily for its New
                Jersey and Texas operating facilities, expiring at various
                dates.

                Rental expense amounted to $560,453, $561,756 and $562,919 for
                the years ended September 30, 2001, 2000 and 1999, respectively.


<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


--------------------------------------------------------------------------------


NOTE 12           Leases (continued)
                  ------------------
Commitments
and               Scheduled  minimum rental payments under noncancelable
Contingencies     operating leases as of September 30, 2001 were as follows:
(continued)
                       Year Ending September 30
                       ------------------------


                                 2002                 $ 573,000
                                 2003                   599,000
                                 2004                   328,000
                                                     ----------

                                                     $1,500,000
                                                     ==========

                  In May, 1998, the Company entered into a contract to sell its
                  office and production facility in New Jersey for a total price
                  of $4,500,000. In addition, the Company entered into an
                  agreement to lease the facility back for a period of three
                  years plus, at the Company's option, an additional two
                  three-year renewal periods. In May, 2001, the Company
                  exercised the first renewal option. The total gain of
                  $1,070,661 has been deferred and is being recognized over the
                  term of the original lease in the monthly amount of $29,741.
                  The amount of the gain deferred was $-0- and $218,891 as of
                  September 30, 2001 and 2000, respectively, and is included on
                  the consolidated balance sheet in liabilities as deferred
                  revenue. The total gain recognized to date was $1,070,661 and
                  $851,770 as of September 30, 2001 and 2000, respectively.

                  During 2001, the Company subleased a portion of its facilities
                  under the terms of an operating lease which expires in
                  January, 2002. Other income includes $77,000 of rental income
                  for the year ended September 30, 2001.

                  Contingencies
                  -------------

                  The Company has agreements with certain customers and vendors
                  which include potential rebates, commissions and other
                  liabilities upon the fulfillment of certain terms and
                  conditions. Management has estimated and recorded contingent
                  liabilities of approximately $478,000 and $403,000 as of
                  September 30, 2001 and 2000, respectively, related to these
                  agreements and other potential liabilities.

NOTE 13           The Company has a defined contribution plan covering
Profit-Sharing    substantially all employees. Employer contributions were
and Deferred      $65,458, $65,922 and $66,213 for the years ended September 30,
Compensation      2001, 2000 and 1999, respectively.
Plans


<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

NOTE 14        The Company operates in three basic segments or lines of
Segment        business. These segments are (1) stock continuous forms and
Information    cutsheets, (2) custom continuous forms and cutsheets, and (3)
               retail papers and office products, including computer/printer
               hardware and software products. The following table sets forth
               certain financial information with respect to these segments and
               reconciles such information to the consolidated financial
               statements.

<TABLE>
<CAPTION>
                                                                Years Ended September 30
                                                ------------------------------------------------------

                                                      2001               2000                1999
                                                ----------------   ----------------    ---------------
               <S>                                <C>              <C>                 <C>
              Net sales of products and
                    services
                      Stock forms                  $  11,049,288      $  13,079,349       $ 15,185,170
                      Custom forms                     9,241,307          9,931,876          6,359,148
                      Consumer products               22,759,328         19,999,858         13,888,233
                                                  ----------------   ----------------    ---------------

                     Total                         $  43,049,923      $  43,011,083       $ 35,432,551
                                                  ================   ================    ===============


               Segment operating income (loss)
                      Stock forms                 ($     179,907)    ($     340,116)     ($  1,096,045)
                      Custom forms                       675,842            547,142            214,422
                      Consumer products                1,142,621            415,134          1,275,077
                      Corporate                         (347,195)          (369,434)          (127,017)
                                                  ----------------   ----------------    ---------------

                     Total                         $   1,291,361      $     252,726       $    266,437
                                                  ================   ================    ===============


               Corporate consolidated income
                    (loss) before income taxes
                    and minority interest
                      Segment operating income
                      (loss)                       $   1,291,361      $     252,726       $    266,437
                      Interest expense                  (189,271)            (6,754)           (57,995)
                      Other income, net                  454,438          1,010,246          1,250,466
                                                  ----------------   ----------------    ---------------

                     Total                         $   1,556,529      $   1,256,218       $  1,458,908
                                                  ================   ================    ===============

               Assets
                    Stock forms                    $   2,479,339      $   3,411,204       $  6,817,640
                    Custom forms                       3,570,681          3,542,051          3,762,796
                    Corporate/other                   16,191,726         12,324,296         10,838,417
                                                  ----------------   ----------------    ---------------

                     Total consolidated            $  22,241,746      $  19,277,551       $ 21,418,853
                                                  ================   ================    ===============
</TABLE>

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

________________________________________________________________________________
<TABLE>
<CAPTION>
NOTE 14                                                Years Ended September 30
                                                    ------------------------------
Segment
Information           (continued)                     2001       2000       1999
                                                    --------   --------   --------
                    <S>                             <C>        <C>        <C>
(continued)
                    Capital expenditures
                        Stock forms                 $ 36,244   $  5,091   $ 20,099
                        Custom forms                 329,266     62,979    716,477
                        Corporate/other              188,547    131,988    175,328
                                                    --------   --------   --------

                         Total consolidated         $554,057   $200,058   $911,904
                                                    ========   ========   ========


                    Depreciation and amortization
                         expense
                           Stock forms              $ 95,156   $183,891   $324,855
                           Custom forms              247,767    239,036    146,575
                           Corporate/other           134,774    304,757     84,230
                                                    --------   --------   --------

                         Total consolidated         $477,697   $727,684   $555,660
                                                    ========   ========   ========
</TABLE>

                    Segment operating income (loss) is determined by deducting
                    from sales of products and services, cost of products sold,
                    and selling, general and administrative expenses directly
                    related or allocable to the segment. Not included in segment
                    operating income are certain income and expense items such
                    as interest income and expense, other income, minority
                    interest and income taxes.

                    The reporting segments follow the same accounting policies
                    used for the Company's consolidated financial statements and
                    described in the summary of significant accounting policies.
                    Management evaluates a segment's performance based on profit
                    or loss from operations before income taxes and minority
                    interest.

NOTE 15             Other income, net, for the years ended September 30, 2001,
Other Income,       2000 and 1999 consists of the following:
Net

<TABLE>
<CAPTION>
                                                             2001           2000           1999
                                                          ---------     -----------    -----------
                    <S>                                   <C>            <C>             <C>
                    (Equity) deficiency in limited
                         partnership interests              $25,874       ($123,574)     ($168,500)
                    (Gain) loss on sale of investments      235,350         (48,289)      (366,683)
                    Gain on sale of property and
                         equipment                         (240,351)       (372,887)      (371,718)
                    Interest income, net                   (411,555)       (261,755)      (238,266)
                    Other, net                              (63,756)       (203,741)      (105,299)
                                                          ---------     -----------    -----------

                         Total                            ($454,438)    ($1,010,246)   ($1,250,466)
                                                          =========     ===========    ===========
</TABLE>

                    Interest income is net of margin interest expense of
                    approximately $38,500, $47,000 and $7,500 for the fiscal
                    years ended September 30, 2001, 2000 and 1999, respectively.

<PAGE>

                       PARIS CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


________________________________________________________________________________

NOTE 16             The Company's financial instruments that are exposed to
Concentrations      concentrations of credit risk consist primarily of cash,
of Credit Risk      cash equivalents, investments and trade accounts receivable.
                    The Company places its cash and cash equivalents with
                    commercial credit institutions. At times, the balances may
                    be in excess of the FDIC insurance limit.

                    The Company maintains investment accounts with several stock
                    brokerage firms. The accounts contain cash and securities.
                    The Securities Investor Protection Corporation insures
                    balances up to $500,000 (with a limit of $100,000 for cash).

                    For the years ended September 30, 2001 and 2000,
                    approximately 68% and 56%, respectively, of the Company's
                    sales were to three customers in the consumer segment. For
                    the year ended September 30, 1999, approximately 70% of the
                    Company's sales were to two customers in the retail segment.
                    The Company routinely assesses the financial strength of
                    customers and as a consequence believes that its trade
                    accounts receivable credit risk exposure is limited.

                    The Company transacted significant business with two vendors
                    who provided a combined total of 58% of product purchases
                    for each of the years ended September 30, 2001, 2000 and
                    1999.

NOTE 17             In September, 1998, the Company began a buy-back program of
Stock Buy-Back      its common stock at prevailing market prices. As of
Program             September 30, 2001, the Company had purchased 119,700 of its
                    common shares under this program.

                    In December, 1999, the Company purchased 175,500 of its
                    common shares from one investor in a separate transaction.

NOTE 18             The Company is negotiating a plan to take the Company
Pending             private. Although the terms of the plan have not been
Subsequent          finalized as of the date of this report, management expects
Event,              to redeem all outstanding shares of the Company (except
Privatization       those held by Gerard M. Toscani, the Company's Senior Vice
                    President) at a redemption price of $4.50 per share. Gerard
                    M. Toscani would then own 100% of the Company's shares.
                    Management is also negotiating the terms of bank financing
                    for the expected transaction. No adjustments have been made
                    to the accompanying financial statements as a result of this
                    pending transaction.

<PAGE>

                                PARIS CORPORATION
                                -----------------
                                   SCHEDULE II
                                   -----------
                        VALUATION AND QUALIFYING ACCOUNTS
                        ---------------------------------

<TABLE>
<CAPTION>
                                   Balance at beginning    Additions charged to                      Balance at
                                        of period            cost and expenses      Deductions     end of period
                                   --------------------    --------------------     ----------     -------------
<S>                                <C>                     <C>                      <C>            <C>
For the year ended
 September 30, 2001:
      Allowance for
        doubtful accounts:              $373,585                 $156,000           $146,673         $382,912
      Allowance for
        contingency reserve:            $ 12,500                 $ 23,414           $      0         $ 35,914
      Allowance for
        inventory obsolescence:         $340,000                 $117,768           $239,220         $218,548

For the year ended
 September 30, 2000:
      Allowance for
        doubtful accounts:              $453,600                 $153,065           $233,080         $373,585
      Allowance for
        contingency reserve:            $      0                 $      0           $ 12,500         $ 12,500
      Allowance for
        inventory obsolescence          $560,552                 $ 70,000           $290,552         $340,000

For the year ended
 September 30, 1999:
      Allowance for
        doubtful accounts:              $317,458                 $157,184           $ 21,042         $453,600
Allowance for
        inventory obsolescence          $760,591                 $      0           $200,039         $560,552
</TABLE>

ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

As disclosed in form 8K filed in June 2000, incorporated herein by reference.

<PAGE>

                          Independent Auditor's Report


Board of Directors and Shareholders
Paris Corporation
Burlington, New Jersey

          We have audited the accompanying consolidated balance sheets of PARIS
CORPORATION AND SUBSIDIARIES as of September 30, 2001 and 2000 and the related
consolidated statements of operations and comprehensive income, of changes in
shareholders' equity and of cash flows for the years then ended. These
consolidated financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these consolidated
financial statements based on our audits. The consolidated financial statements
of PARIS CORPORATION AND SUBSIDIARIES for the years ended September 30, 1999,
were audited by other auditors, whose report dated November 19, 1999 expressed
an unqualified opinion on those statements.

          We conducted our audit in accordance with auditing standards generally
accepted in the United States of America. Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the
consolidated financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the consolidated financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

          In our opinion, the 2001 and 2000 consolidated financial statements
referred to above present fairly, in all material respects, the financial
position of PARIS CORPORATION AND SUBSIDIARIES as of September 30, 2001 and 2000
and the results of their operations and their cash flows for the years then
ended in conformity with accounting principles generally accepted in the United
States of America.



/s/ GOLDENBERG ROSENTHAL, LLP


Jenkintown, Pennsylvania
November 30, 2001


<PAGE>

                                    PART III

ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

     Directors of the Company are elected for a term of one year. The current
Directors and Officers of the Company, together with their ages, positions,
backgrounds, and business experiences are set forth below:

NAME                            AGE      POSITION WITH THE COMPANY
----                            ---      -------------------------

Dominic P. Toscani, Sr.         73       President, Chief Executive Officer,
(4)                                      Treasurer and Chairman of the Board of
                                         Directors

Gerard M. Toscani               41       Senior Vice President and Director
(3), (4)

Palmer E. Retzlaff              70       Director
(2), (3)

Frank A. Mattei, M.D.           80       Director
(1)

Oscar Tete                      77       Director
(1), (2)

John V. Petrycki                61       Director
(1), (3)

Gerald A. Sandusky              57       Director
(1), (2)

William L. Lomanno              34       Chief Financial Officer

     (1)  Member of Compensation and Stock Option Committee
     (2)  Member of Audit Committee
     (3)  Member of the Investment and Finance Committee
     (4)  Dominic P. Toscani, Sr. is the father of Gerard M. Toscani

     Dominic P. Toscani, Sr. is the founder of the Company, has served as a
     Director and has been responsible for its management since its inception.
     Prior to the founding of the Company, Mr. Toscani was a practicing
     attorney.

     Gerard M. Toscani became a Director of the Company in 1992. He was
     appointed Senior Vice President during fiscal 1990 and was the Company's
     Vice President of Sales and Marketing since January 1987. He previously
     served as Sales and Marketing Manager since September 1982.

     Palmer E. Retzlaff became a Director in November 1993. He has been
     President of Southwest Grain Co., Inc. since 1973. Previously he was the
     General Manager of the Philadelphia Eagles.

     Frank A. Mattei was elected to the Board of Directors in March 1986. He has
     been a practicing orthopedic surgeon and is associated with North
     Philadelphia Health System, (formerly Girard Medical Center), and St. Agnes
     Medical Center in Philadelphia.

<PAGE>

     Oscar Tete was elected to the Board of Directors in March 1986. Mr. Tete
     retired in 1990. He was an Executive Vice President of First Fidelity Bank
     in Burlington, New Jersey since 1972.

     John Petrycki was elected to the Board of Directors in August 1995. Mr.
     Petrycki retired in 1995. He was President and CEO of PNC Bank in south
     central Pennsylvania.

     Gerald A. Sandusky was elected to the Board of Directors in February 2000.
     He was previously defensive coodinator of Penn State University Football
     since 1968. He is the founder and Chairman of the Board of the Second Mile
     Foundation.

     William L. Lomanno became Chief Financial Officer in April 1998. He has
     been with the Company since 1991 and has previously served as the
     Controller and Accounting Manager for the Company.

ITEM 11 - SUMMARY COMPENSATION

        The following table contains information regarding the individual
compensation of the two most highly compensated officers of the Company in
fiscal years 2001, 2000 and 1999.

                           Summary Compensation Table

<TABLE>
<CAPTION>
                                             Annual Compensation
                                            ---------------------

            Name and               Fiscal
      Principal Position            Year       Salary     Bonus
---------------------------------  ------     --------   -------
<S>                                <C>        <C>        <C>
Dominic P. Toscani, Sr.             2001      $269,067   $     0
Chairman of the Board               2000      $269,557   $ 5,243
and President                       1999      $268,367   $     0

Gerard M. Toscani                   2001      $196,597   $     0
Senior Vice President               2000      $195,707   $28,860
                                    1999      $180,654   $     0
</TABLE>

<PAGE>

ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

                 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
                             (AS NOVEMBER 15, 2000)

<TABLE>
<CAPTION>
Title of     Name and Address of          Amount and Nature of       Percent of
Class         Beneficial Owner            Beneficial Ownership (1)   Class (1)
---------    --------------------------   ------------------------   -----------
<S>          <C>                          <C>                        <C>
Common       Dominic P. Toscani (2)               1,128,462             32.0%
Stock        and Nancy C. Toscani
             122 Kissel Road
             Burlington, NJ 08016

Common       Frank A. Mattei                      1,069,831             30.3%
Stock        1016 Mercer Street
             Cherry Hill, NJ 08034

Common       The Caritas Foundation (3)             383,835            10.9%
Stock        700 Hobbs Road
             Wayne, PA 19087

Common       Gerard M. Toscani                      165,010             4.7%
Stock

Common       Palmer E. Retzlaff                      16,000              *
Stock

Common       Oscar Tete                              14,012              *
Stock

Common       John Petrycki                           13,000              *
Stock

Common       Gerald A. Sandusky                       6,100              *
Stock
                                                  ---------          ------
All Directors (present and proposed) and
officers as a group (9 persons) (4)               2,437,505            69.0%
</TABLE>

*  Less than 1%
(1)  Based on 3,270,535 shares outstanding and 261,300 options currently
     exercisable on November 15, 2001.

(2)  Includes 1,028,197 shares personally held; 35,520 shares held by Paris
     Corporation Profit Sharing Plan of which Mr. Toscani is the Plan Trustee;
     14,745 shares held by Toscani Investment Company, a family partnership; and
     50,000 options exercisable as of November 15, 2001.

(3)  The Caritas Foundation, a tax exempt organization formed under Section
     501(C)(3) of the Internal Revenue Code of 1954, as amended, was organized
     in 1984 by Dominic P. Toscani, Sr. to promote the objectives of free
     enterprise and to support individual freedom. At the present time Reverend
     Peter Toscani, O.S.A., is sole trustee of the foundation.

(4)  Includes options currently exercisable individually and all officers as a
     group (215,000).


<PAGE>

ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     There are no other material relationships or transactions which qualify for
disclosure under this caption.

PART IV

ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

     This consolidated financial statements and related schedules filed as part
of this Annual Report on Form 10-K are included in Part II, Item 8.

REPORTS ON FORM 8-K

     As disclosed in form 8K filed in June 2000, incorporated herein by
reference.

EXHIBITS:

     The following exhibits (with the exception of Exhibit 3.4, 10.5(b), 10.7
and 22(a)) are incorporated by reference to the Company's registration statement
on Form S-18 (no.-3-3344-W) filed February 13, 1986 with the Securities and
Exchange Commission and effective March 25, 1986. Exhibit 3.4, 10.5(b) and 10.7
are incorporated by reference to the Company's fiscal 1989 Form 10-K filed with
the Securities and Exchange Commission on December 19, 1989. Exhibit 22(a) is
incorporated by reference to the Company's fiscal 1990 Form 10-K filed with the
Securities and Exchange Commission on December 27, 1991.

     3.1          Articles of Incorporation of the Company.
     3.2          Amendment to Articles of Incorporation, dated January 6, 1986.
     3.3          Amendment to Articles of incorporation, dated January 7, 1986.
     3.4          By-laws of Company, as amended.
     4.2(a)       Form of Warrant to Purchase Common Stock of Company.
     10.5         Company's Profit Sharing Plan, dated October 1, 1979.
     10.5(a)      Amendment to Profit Sharing Plan, dated October 2, 1985.
     10.5(b)      Amendment to Profit Sharing Plan, dated October 1, 1986.
     10.6         Company's Stock Option Plan, dated October 1, 1985.
     10.7         Line of Credit (loan agreement) of $2,000,000 from the
                  Fidelity Bank.
     10.9         Bucks County Industrial Development Authority Loan Agreement
                  for 1,500,000 dated April 10, 1985.
     10.9(a)      Letter Amendment, dated March 4, 1986 from Special Counsel to
                  Fidelity Bank.
     10.9(b)      Letter Amendment, dated March 5, 1986 from Fidelity Bank to
                  Special Counsel.
     10.10        New Jersey Economic Development Authority Note for 3,000,000
                  by Company, dated September 10, 1985.
     10.10(a)     Letter Agreement, dated March 4,1986 from Special Counsel to
                  Fidelity Bank.
     10.10(b)     Letter Amendment dated March 5, 1986 from Fidelity Bank to
                  Special Counsel.
     10.10(c)     Letter dated, March 24, 1986 from Special Counsel to Fidelity
                  Bank with respect to the New Jersey Economic Development
                  Authority Loan.
     21(a)        List of Subsidiaries.


<PAGE>

                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on behalf
by the undersigned, thereunto duly authorized.

                                PARIS CORPORATION


Date:  January 15, 2002             By: /s/ Dominic P. Toscani, Sr.
       --------------------            -----------------------------------------
                                        Dominic P. Toscani, Sr.
                                        (President, Chairman Board of Directors)

Date:  January 15, 2002             By: /s/ William L. Lomanno
       --------------------            -----------------------------------------
                                        William L. Lomanno
                                        (Chief Financial Officer)


     Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.

                                   SIGNATURES

<TABLE>
<S>                                                      <C>
/s/ Dominic P. Toscani, Sr.         1/15/02              /s/ Frank A. Mattei                 1/15/02
-------------------------------------------------        -------------------------------------------------
Dominic P. Toscani, Sr.             (Date)               Frank A. Mattei                     (Date)
(President, Chairman Board of Directors)                 (Director)


/s/ William L. Lomanno              1/15/02              /s/ Palmer E. Retzlaff              1/15/02
-------------------------------------------------        -------------------------------------------------
William L. Lomanno                  (Date)               Palmer E. Retzlaff                  (Date)
(Chief Financial Officer)                                (Director)


/s/ Gerard M. Toscani               1/15/02              /s/ Oscar Tete                      1/15/02
-------------------------------------------------        -------------------------------------------------
Gerard M. Toscani                   (Date)               Oscar Tete                          (Date)
(Director)                                               (Director)


/s/ John V. Petrycki                1/15/02              /s/ Gerald A. Sandusky              1/15/02
-------------------------------------------------        -------------------------------------------------
John V. Petrycki                    (Date)               Gerald A. Sandusky                  (Date)
(Director)                                               (Director)
</TABLE>