<PAGE>

                                                                    Exhibit 10.3

                     SECOND AMENDMENT TO CREDIT AGREEMENT

     THIS SECOND AMENDMENT, dated as of August 17, 1998, amends and modifies 
a certain Credit Agreement, dated as of November 25, 1996, as amended by an 
Amendment dated as of May 23, 1997 (as so amended, the "Credit Agreement"), 
among MERRILL CORPORATION (the "Borrower"), U.S. BANK NATIONAL ASSOCIATION, 
formerly known as First Bank National Association, as Agent (the "Agent"), 
and the banks or financial institutions party thereto, which currently 
consist of U.S. BANK NATIONAL ASSOCIATION and NORWEST BANK MINNESOTA, 
NATIONAL ASSOCIATION (the "Banks"). Terms not otherwise expressly defined 
herein shall have the meanings set forth in the Credit Agreement.

     FOR VALUE RECEIVED, the Borrower, the Agent and the Banks agree that the 
Credit Agreement is amended as follows.

                 ARTICLE I - AMENDMENTS TO THE CREDIT AGREEMENT

     1.1 CONSOLIDATION AND MERGER; ACQUISITION OF ASSETS AND STOCK. The final 
sentence of Section 9.6 is amended to read as follows:

     "The Borrower agrees that in each consecutive 12 month period, the 
     aggregate amount that is expended (whether in cash or in stock) by the 
     Borrower and its Subsidiaries to acquire all or substantially all of the 
     assets or any stock of another Person, and to merge or consolidate with 
     another Person, shall not exceed $15,000,000 in the aggregate."

     1.2 EXPENDITURES FOR FIXED ASSETS. Section 9.8 is amended by deleting 
"$20,000,000" and inserting "$30,000,000" in place thereof.

     1.3 SCHEDULE OF CONTINGENT LIABILITIES. SCHEDULE 7.6 is amended by 
including the text on Exhibit A attached hereto respecting contingent purchase 
payments in connection with the acquisition of Executech, Inc. and World Wide 
Scan Services LLC.

     1.4 CONSTRUCTION. All references in the Credit Agreement to "this 
Agreement", "herein" and similar references shall be deemed to refer to the 
Credit Agreement as amended by this Amendment.

                ARTICLE II - REPRESENTATIONS AND WARRANTIES

     To induce the Agent and the Banks to enter into this Amendment and to 
make and maintain the Loans under the Credit Agreement as amended hereby, the 
Borrower hereby warrants and represents to the Agent and the Banks that it is 
duly authorized to execute and deliver this Amendment, and to perform its 
obligations under the Credit Agreement as amended hereby, and that this 
Amendment constitutes the legal, valid and binding obligation of the 
Borrower, enforceable in accordance with its terms.


<PAGE>

                    ARTICLE III - CONDITIONS PRECEDENT

     This Amendment shall become effective on the date first set forth above, 
provided, however, that the effectiveness of this Amendment is subject to the 
satisfaction of each of the following conditions precedent:

     3.1 WARRANTIES. Before and after giving effect to this Amendment, the 
representations and warranties in ARTICLE VII of the Credit Agreement shall 
be true and correct as though made on the date hereof, except for changes 
that are permitted by the terms of the Credit Agreement. The execution by the 
Borrower of this Amendment shall be deemed a representation that the Borrower 
has complied with the foregoing condition.

     3.2 DEFAULTS. Before and after giving effect to this Amendment, no 
Default and no Event of Default shall have occurred and be continuing under 
the Credit Agreement. The execution by the Borrower of this Amendment shall 
be deemed a representation that the Borrower has complied with the foregoing 
condition.

     3.3 DOCUMENTS. The Borrower, the Agent and the Banks shall have executed 
and delivered this Amendment, and Guarantors shall have executed Guarantors' 
Acknowledgments in the form of those attached hereto.

     3.4 NEW SUBSIDIARY. The Borrower's new Subsidiary, Merrill/Executech, 
Inc., shall issue a Guaranty as provided in SECTION 8.14, and shall deliver 
certified copies of its approval resolution for such guaranty and its 
incumbency certificate.

                             ARTICLE IV - GENERAL

     4.1 EXPENSES. The Borrower agrees to reimburse the Agent upon demand for 
all reasonable expenses (including reasonable attorneys' fees and legal 
expenses) incurred by this Agent in the preparation, negotiation and 
execution of this Amendment and any other document required to be furnished 
herewith, and in enforcing the obligations of the Borrower hereunder, and to 
pay and save the Agent and the Banks harmless from all liability for, any 
stamp or other taxes which may be payable with respect to the execution or 
delivery of this Amendment, which obligations of the Borrower shall survive 
any termination of the Credit Agreement.

     4.2 COUNTERPARTS. This Amendment may be executed in as many counterparts 
as may be deemed necessary or convenient, and by the different parties hereto 
on separate counterparts, each of which, when so executed, shall be deemed an 
original but all such counterparts shall constitute but one and the same 
instrument.

     4.3 SEVERABILITY. Any provision of this Amendment which is prohibited or 
unenforceable in any jurisdiction shall, as to such jurisdiction, be 
ineffective to the extent of such prohibition or unenforceability without 
invalidating the remaining portions hereof or affecting the validity or 
enforceability of such provisions in any other jurisdiction.


                                     2

<PAGE>

    4.4 LAW. This Amendment shall be a contract made under the laws of the 
State of Minnesota, which laws shall govern all the rights and duties 
hereunder.

    4.5 SUCCESSORS; ENFORCEABILITY. This Amendment shall be binding upon the 
Borrower, the Agent and the Banks and their respective successors and 
assigns, and shall accrue to the benefit of the Borrower, the Agent and the 
Banks and the successors and assigns of the Agent and the Banks. Except as 
hereby amended, the Credit Agreement shall remain in full force and effect 
and is hereby ratified and confirmed in all respects.

     IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be 
executed at Minneapolis, Minnesota by their respective officers thereunto 
duly authorized as of the date first written above.

                                  MERRILL CORPORATION

                                  By /s/ Kay A. Barber
                                     _________________________________________
                                                 Kay A. Barber
                                     Vice President - Finance, Chief Financial
                                             Officer and Treasurer

                                  By /s/ Steven J. Machov
                                     _________________________________________
                                                Steven J. Machov
                                        Vice President, General Counsel
                                                 and Secretary

                                  U.S. BANK NATIONAL ASSOCIATION,
                                  as Agent and as a Bank

                                  By /s/ William J. Umscheid
                                     _________________________________________
                                         William J. Umscheid
                                         Vice President

                                  NORWEST BANK MINNESOTA,
                                  NATIONAL ASSOCIATION

                                  By /s/ Lynn S. Hultstrand
                                     _________________________________________
                                         Lynn S. Hultstrand
                                         Vice President


                                        3


<PAGE>

                                    Exhibit A

Executech Contingent Purchase Price Rider:

Contingent purchase price consideration in connection with the acquisition of 
substantially all of the assets of Executech, Inc. and World Wide Scan 
Services, LLC pursuant to the Asset Purchase Agreement (the "Executech 
Purchase Agreement"), dated as of June 11, 1998, is by and between Merrill 
Corporation, Merrill Acquisition Corporation, Executech, Inc., World Wide Scan 
Services, LLC, Theodore M. Davis and Michael Z. Sperling. The contingent 
purchase price is payable annually through January 31, 2002 and is equal to 
the following:

<TABLE>
<CAPTION>
              FISCAL YEAR                     CONTINGENT PURCHASE PRICE PAYMENT
              -----------                     ---------------------------------
<S>                                           <C>
January 1, 1998 through January 31, 1999      450% of the After-Tax Earnings for the First
("FIRST FISCAL YEAR")                         Fiscal Year (the "BASE YEAR EARNINGS");
                                              provided however, the Base Year Earnings
                                              equal or exceed Four Hundred Thousand
                                              Dollars ($400,000)

February 1, 1999 through January 31, 2000     50% of the After-Tax Earnings for the Second
("SECOND FISCAL YEAR")                        Fiscal Year in excess of the greater of (x)
                                              120% of Base Year Earnings; and (y) Seven
                                              Hundred Twenty Thousand Dollars ($720,000)

February 1, 2000 through January 31, 2001     50% of the After-Tax Earnings for the Third
("THIRD FISCAL YEAR")                         Fiscal Year in excess of the greater of (x)
                                              144% of the Base Year Earnings; and (y) Eight
                                              Hundred Sixty Four Thousand ($864,000)

February 1, 2001 through January 31, 2002     50% of the After-Tax Earnings for the Fourth
("FOURTH FISCAL YEAR")                        Fiscal Year in excess of the greater of (x)
                                              172.8% of the Base Year Earnings; and (y)
                                              One Million Thirty-Six Thousand Eight
                                              Hundred Dollars ($1,036,800)
</TABLE>


<PAGE>

                            GUARANTORS' ACKNOWLEDGMENT

     The undersigned have executed and delivered a Guaranty, dated as of 
November 25, 1996 (the "Guaranty"), whereby the undersigned have jointly and 
severally guaranteed payment and performance of obligations of MERRILL 
CORPORATION (the "Borrower") to U.S. Bank National Association, formerly 
known as First Bank National Association, as Agent (the "Agent"), and each of 
the other Banks (the "Banks") under a Credit Agreement, dated as of 
November 25, 1996 (as thereafter amended, modified, extended, renewed and 
replaced from time to time called the "Credit Agreement"), each Note issued 
thereunder and each further Loan Document, as defined in the Credit 
Agreement, and all further obligations defined as the "Liabilities" in the 
Guaranty. Each of the undersigned acknowledges that it has received a copy of 
the proposed Second Amendment to the Credit Agreement, to be dated on or 
about August 17, 1998 (the "Amendment"). Each of the undersigned agrees and 
acknowledges that the Amendment shall in no way impair or limit the right of 
the Bank under the Guaranty, and confirms that by the Guaranty, it continues 
to guaranty payment and performance of the Liabilities, including without 
limitation obligations under the Credit Agreement as amended pursuant to the 
Amendment. Each of the undersigned hereby confirms that the Guaranty remains 
in full force and effect, enforceable against the undersigned in accordance 
with its terms.

                                  MERRILL/NEW YORK COMPANY

                                  By /s/ Kay A. Barber
                                     _________________________________________
                                         Kay A. Barber
                                         Treasurer

                                  By /s/ Steven J. Machov
                                     _________________________________________
                                         Steven J. Machov
                                         Secretary

                                  MERRILL/MAY, INC.

                                  By /s/ Kay A. Barber
                                     _________________________________________
                                         Kay A. Barber
                                         Treasurer

                                  By /s/ Steven J. Machov
                                     _________________________________________
                                         Steven J. Machov
                                         Secretary


                          (Additional Signature Pages Follow)


<PAGE>

                                  FMC RESOURCE MANAGEMENT CORPORATION

                                  By /s/ Kay A. Barber
                                     _________________________________________
                                         Kay A. Barber
                                         Treasurer

                                  By /s/ Steven J. Machov
                                     _________________________________________
                                         Steven J. Machov
                                         Secretary

                                  MERRILL/MAGNUS PUBLISHING CORPORATION

                                  By /s/ Kay A. Barber
                                     _________________________________________
                                         Kay A. Barber
                                         Treasurer

                                  By /s/ Steven J. Machov
                                     _________________________________________
                                         Steven J. Machov
                                         Secretary


                                  MERRILL CORPORATION CANADA

                                  By /s/ Richard Atterbury
                                     _________________________________________
                                         Richard Atterbury
                                         Vice President

                                  By /s/ Steven J. Machov
                                     _________________________________________
                                         Steven J. Machov
                                         Secretary


                          (Additional Signature Page Follows)


<PAGE>

                                  MERRILL INTERNATIONAL INC.

                                  By /s/ Kay A. Barber
                                     _________________________________________
                                         Kay A. Barber
                                         Treasurer

                                  By /s/ Steven J. Machov
                                     _________________________________________
                                         Steven J. Machov
                                         Secretary

                                  MERRILL REAL ESTATE COMPANY

                                  By /s/ Kay A. Barber
                                     _________________________________________
                                         Kay A. Barber
                                         Treasurer

                                  By /s/ Steven J. Machov
                                     _________________________________________
                                         Steven J. Machov
                                         Secretary


<PAGE>

                           GUARANTORS' ACKNOWLEDGMENT

    The undersigned has executed and delivered a Guaranty, dated as of 
April 23, 1997 (the "Guaranty"), whereby the undersigned has guaranteed 
payment and performance of obligations of MERRILL CORPORATION (the 
"Borrower") to U.S. Bank National Association, formerly known as First Bank 
National Association, as Agent (the "Agent"), and each of the other Banks 
(the "Banks") under a Credit Agreement, dated as of November 25, 1996 (as 
thereafter amended, modified, extended, renewed and replaced from time to 
time called the "Credit Agreement"), each Note issued thereunder and each 
further Loan Document, as defined in the Credit Agreement, and all further 
obligations defined as the "Liabilities" in the Guaranty. The undersigned 
acknowledges that it has received a copy of the proposed Second Amendment to 
the Credit Agreement, to be dated on or about August 17, 1998 (the 
"Amendment"). The undersigned agrees and acknowledges that the Amendment 
shall in no way impair or limit the right of the Bank under the Guaranty, and 
confirms that by the Guaranty, it continues to guaranty payment and 
performance of the Liabilities, including without limitation obligations 
under the Credit Agreement as amended pursuant to the Amendment. The 
undersigned hereby confirms that the Guaranty remains in full force and 
effect, enforceable against the undersigned in accordance with its terms.


                                  MERRILL TRAINING & TECHNOLOGY, INC. (formerly
                                  known as Merrill/Superstar Computing Company)

                                  By /s/ Kay A. Barber
                                     _________________________________________
                                         Kay A. Barber
                                         Treasurer

                                  By /s/ Steven J. Machov
                                     _________________________________________
                                         Steven J. Machov
                                         Secretary