<PAGE>   1
                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549


                                    FORM 10-Q


                QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


<TABLE>
<S>                                                        <C>
For Quarterly Period Ended   September 30, 1999            Commission file number 1-7088
                           -----------------------                                ------
</TABLE>


                        AMERICAN BUSINESS PRODUCTS, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)



Georgia                                                        58-1030529
--------------------------------------------------------------------------------
(State of Incorporation)                      (IRS Employer Identification No.)


2100 RiverEdge Parkway, Suite 1200, Atlanta, Georgia                     30328
--------------------------------------------------------------------------------
  (Address of principal executive offices)                           (Zip Code)


Registrant's telephone number, including area code               (770) 953-8300
                                                                 --------------


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 12 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 [X]   No[ ]


Common Stock, $2.00 par value                      14,744,195 shares
-----------------------------                      -----------------
           (Class)                        (Outstanding at September 30, 1999)








                                  Page 1 of 19
                            Exhibit Index on Page 19


<PAGE>   2

                         Part I - FINANCIAL INFORMATION

Item 1. Financial Statements

                        AMERICAN BUSINESS PRODUCTS, INC.
                  CONDENSED CONSOLIDATED STATEMENTS OF INCOME
       FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998 (UNAUDITED)
                  (Dollars in thousands except per share data)

<TABLE>
<CAPTION>

                                                                                    1999                1998
                                                                                ------------        ------------

<S>                                                                             <C>                 <C>
NET SALES                                                                       $    121,533        $    114,327
                                                                                ------------        ------------

COST AND EXPENSES
  Cost of goods sold                                                                  90,531              81,310
  Selling and administrative expenses                                                 24,495              24,614
                                                                                ------------        ------------
                                                                                     115,026             105,924
                                                                                ------------        ------------


OPERATING INCOME                                                                       6,507               8,403


  Miscellaneous income - net                                                             200                 454
                                                                                ------------        ------------


INCOME BEFORE INTEREST AND INCOME TAXES                                                6,707               8,857


INTEREST INCOME (EXPENSE)
  Interest expense                                                                      (256)             (1,800)
  Interest income                                                                        485               1,236
                                                                                ------------        ------------
                                                                                         229                (564)


INCOME BEFORE INCOME TAXES                                                             6,936               8,293


PROVISION FOR INCOME TAXES                                                             2,404               3,051
                                                                                ------------        ------------

INCOME FROM CONTINUING OPERATIONS                                                      4,532               5,242


DISCONTINUED OPERATION
  Income from operations - net of income taxes of $249                                    --                 331
                                                                                ------------        ------------

NET INCOME                                                                      $      4,532        $      5,573
                                                                                ============        ============


PER COMMON SHARE
  Income from continuing operations
     Basic                                                                      $       0.31        $       0.33
     Diluted                                                                    $       0.31        $       0.33


  Income from discontinued operation
     Basic                                                                      $         --       $        0.02
     Diluted                                                                    $         --       $        0.02


  Net Income
     Basic                                                                      $       0.31        $       0.35
     Diluted                                                                    $       0.31        $       0.35

DIVIDENDS PER COMMON SHARE                                                      $      0.165        $      0.155


WEIGHTED AVERAGE NUMBER OF
  COMMON SHARES OUTSTANDING                                                       14,820,711          15,848,816

WEIGHTED AVERAGE NUMBER OF COMMON AND
  COMMON EQUIVALENT SHARES OUTSTANDING                                            14,838,438          15,892,268
</TABLE>

See accompanying notes to condensed consolidated financial statements.


                                       2
<PAGE>   3

                        AMERICAN BUSINESS PRODUCTS, INC.
                  CONDENSED CONSOLIDATED STATEMENTS OF INCOME
       FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998 (UNAUDITED)
                  (Dollars in thousands except per share data)

<TABLE>
<CAPTION>

                                                                                    1999                1998
                                                                                ------------        ------------

<S>                                                                             <C>                 <C>
NET SALES                                                                       $    350,196        $    346,757
                                                                                ------------        ------------

COST AND EXPENSES
  Cost of goods sold                                                                 254,050             244,921
  Selling and administrative expenses                                                 74,852              74,660
  Other charges                                                                           --               5,155
                                                                                ------------        ------------
                                                                                     328,902             324,736
                                                                                ------------        ------------


OPERATING INCOME                                                                      21,294              22,021


  Miscellaneous income - net                                                           1,088                 197
                                                                                ------------        ------------

INCOME BEFORE INTEREST AND INCOME TAXES                                               22,382              22,218


INTEREST INCOME (EXPENSE)
  Interest expense                                                                    (2,633)             (4,562)
  Interest income                                                                      1,716               3,256
                                                                                ------------        ------------
                                                                                        (917)             (1,306)

INCOME BEFORE INCOME TAXES                                                            21,465              20,912

PROVISION FOR INCOME TAXES                                                             7,557               7,912
                                                                                ------------        ------------

INCOME FROM CONTINUING OPERATIONS                                                     13,908              13,000


DISCONTINUED OPERATION
  Income from operations - net of income taxes of $366                                    --                 487

  Loss on disposal - net of income tax benefit of $542                                (1,513)                 --
                                                                                ------------        ------------

NET INCOME                                                                      $     12,395        $     13,487
                                                                                ============        ============


PER COMMON SHARE
  Income from continuing operations
     Basic                                                                      $       0.92        $       0.81
     Diluted                                                                    $       0.92        $       0.80


  Income (loss) from discontinued operation
     Basic                                                                      $      (0.10)       $       0.03
     Diluted                                                                    $      (0.10)       $       0.03


  Net Income
     Basic                                                                      $       0.82        $       0.84
     Diluted                                                                    $       0.82        $       0.83

DIVIDENDS PER COMMON SHARE                                                      $      0.495        $      0.465


WEIGHTED AVERAGE NUMBER OF
  COMMON SHARES OUTSTANDING                                                       15,071,191          16,084,491

WEIGHTED AVERAGE NUMBER OF COMMON AND
  COMMON EQUIVALENT SHARES OUTSTANDING                                            15,096,108          16,157,613
</TABLE>

See accompanying notes to condensed consolidated financial statements.



                                       3
<PAGE>   4

                        AMERICAN BUSINESS PRODUCTS, INC.
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                             (Dollars in thousands)

<TABLE>
<CAPTION>
                                                                                September 30,       December 31,
                                                                                    1999                1998
                                                                                ------------        ------------
                                                                                 (Unaudited)
<S>                                                                             <C>                 <C>
CURRENT ASSETS
  Cash and cash equivalents                                                     $     33,748        $     60,034
  Accounts receivable, less allowances of
    $1,770 and $1,133                                                                 60,736              50,398
  Inventories                                                                         29,528              32,044
  Net assets of discontinued operation                                                    --              15,000
  Other                                                                               11,720               8,735
                                                                                ------------        ------------
    Total Current Assets                                                             135,732             166,211

PROPERTY, PLANT AND EQUIPMENT - AT COST
  Land                                                                                 2,523               2,523
  Buildings and improvements                                                          38,752              38,115
  Machinery, equipment and software                                                  109,465              82,252
  Construction in progress                                                             1,628              12,091
                                                                                ------------        ------------
                                                                                     152,368             134,981
  Less accumulated depreciation                                                       66,698              57,640
                                                                                ------------        ------------
                                                                                      85,670              77,341

INTANGIBLE ASSETS FROM ACQUISITIONS
  Goodwill, less amortization of $6,750 and $5,863                                    35,770              26,339
  Other, less amortization of $5,623 and $5,328                                          551                 619
                                                                                ------------        ------------
                                                                                      36,321              26,958

DEFERRED INCOME TAXES                                                                 10,724              14,724
OTHER ASSETS                                                                          14,212              16,010
                                                                                ------------        ------------
TOTAL ASSETS                                                                    $    282,659        $    301,244
                                                                                ============        ============

CURRENT LIABILITIES
  Accounts payable                                                              $     42,026        $     45,881
  Salaries and wages                                                                   7,030               9,442
  Profit sharing contributions                                                         1,430               3,473
  Current maturities of long-term debt                                                 8,581               8,833
                                                                                ------------        ------------
    Total Current Liabilities                                                         59,067              67,629

LONG-TERM DEBT                                                                        34,937              34,016
SUPPLEMENTAL RETIREMENT BENEFITS                                                      18,520              20,418
POSTRETIREMENT AND POSTEMPLOYMENT BENEFITS                                            13,789              16,441

STOCKHOLDERS' EQUITY
  Common stock - $2 par value; authorized 50,000,000 shares,
    issued 16,938,397 and 16,740,197 shares                                           33,877              33,480
  Additional paid-in capital                                                          10,856               8,169
  Retained earnings                                                                  151,746             146,824
  Unearned compensation                                                                 (605)                 --
                                                                                ------------        ------------
                                                                                     195,874             188,473
  Less 2,194,202 and 1,330,102 shares of common
    stock in treasury - at cost                                                       39,528              25,733
                                                                                ------------        ------------
                                                                                     156,346             162,740
                                                                                ------------        ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                      $    282,659        $    301,244
                                                                                ============        ============
</TABLE>

See accompanying notes to condensed consolidated financial statements.



                                       4
<PAGE>   5

                        AMERICAN BUSINESS PRODUCTS, INC.
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
       FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998 (UNAUDITED)
                             (Dollars in thousands)

<TABLE>
<CAPTION>
                                                                                                            1999             1998
                                                                                                          --------         --------
<S>                                                                                                       <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Continuing Operations
  Income from continuing operations                                                                       $ 13,908           13,000
                                                                                                          --------         --------
  Adjustments to reconcile net income to net cash provided by operating activities:
     Depreciation and amortization                                                                          11,254            9,162
     Loss on disposition of plant and equipment                                                                 95            3,913
     Loss on sale of joint venture investment                                                                   --            1,849
     Change in assets and liabilities, excluding effects of acquisitions and dispositions:
          (Increase) decrease in accounts receivable                                                        (8,079)             444
          Decrease in inventories                                                                            3,536              103
          (Increase) decrease in other current assets                                                         (488)           7,986
          Decrease in intangible and other assets                                                            1,150              157
          Decrease in accounts payable                                                                      (4,415)          (1,062)
          Increase (decrease) in other current liabilities                                                  (2,901)           1,709
          Decrease in supplemental retirement benefits and postemployment                                   (4,550)          (1,130)
          (Increase) decrease in deferred income taxes                                                       3,160           (1,016)
                                                                                                          --------         --------
               Total adjustments                                                                            (1,238)          22,115

               Net cash provided by continuing operations                                                   12,670           35,115

  Discontinued Operation
  Income (loss) from discontinued operation                                                                 (1,513)             487
  Adjustments to reconcile net income to net cash provided by operating activities:
     Depreciation and amortization                                                                           1,136            1,949
     Write-down of assets to net realizable value                                                            1,156               --
     Gain on disposition of plant and equipment                                                                 --              (79)
     Change in assets and liabilities:
          (Increase) decrease in accounts receivable                                                         1,401           (1,499)
          (Increase) decrease in inventories                                                                   267             (246)
          Increase in other current assets                                                                  (1,851)            (180)
          (Increase) decrease in intangible and other assets                                                    42              (37)
          Increase (decrease) in accounts payable                                                           (3,336)             737
          Decrease in other current liabilities                                                               (209)             (64)
          Increase in supplemental retirement benefits and postemployment benefits                              --               73
          (Increase) decrease in deferred income taxes                                                         840              (93)
                                                                                                          --------         --------
               Total adjustments                                                                              (554)             561

               Net cash provided (used) by discontinued operation                                           (2,067)           1,048

               Net cash provided by operating activities                                                    10,603           36,163

CASH FLOWS FROM INVESTING ACTIVITIES
  Continuing Operations
  Decrease in and liquidation of cash value of life insurance                                                  800            3,594
  Net assets acquired                                                                                      (15,644)              --
  Additions to property, plant and equipment                                                               (13,767)         (15,726)
  Proceeds from sale of joint venture investment                                                                --            4,446
  Proceeds from disposition of property, plant and equipment                                                   119            3,950
                                                                                                          --------         --------
                                                                                                           (28,492)          (3,736)
  Discontinued Operation
  Additions to property, plant and equipment                                                                (2,328)          (3,146)
  Proceeds from disposition of discontinued operation                                                       12,033               --
  Proceeds from disposition of property, plant and equipment                                                    17               85
                                                                                                          --------         --------
                                                                                                             9,722           (3,061)

               Net cash used by investing activities                                                       (18,770)          (6,797)

CASH FLOWS FROM FINANCING ACTIVITIES
  Continuing Operations
  Reductions of long-term debt                                                                                (171)            (173)
  Issuance of long-term debt                                                                                 1,016               --
  Sales and exchanges of common stock                                                                          499              465
  Repurchase of common stock                                                                               (11,814)         (16,629)
  Dividends paid                                                                                            (7,473)          (7,464)
                                                                                                          --------         --------
                                                                                                           (17,943)         (23,801)
  Discontinued Operation
  Reductions of long-term debt                                                                                (176)            (131)
                                                                                                          --------         --------

               Net cash used by financing activities                                                       (18,119)         (23,932)

  Net increase (decrease) in cash and cash equivalents                                                     (26,286)           5,434
  Cash and cash equivalents at beginning of period                                                          60,034           75,092
                                                                                                          --------         --------
  Cash and cash equivalents at end of period                                                              $ 33,748         $ 80,526
                                                                                                          ========         ========
</TABLE>

See accompanying notes to condensed consolidated financial statements.


                                       5
<PAGE>   6

                        AMERICAN BUSINESS PRODUCTS, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1.       Unaudited Condensed Consolidated Financial Statements

The condensed consolidated financial statements have been prepared in
accordance with generally accepted accounting principles which in certain
instances require the use of management's estimates. The information contained
in these condensed consolidated financial statements and notes for the three
and nine month periods ended September 30, 1999 and 1998 is unaudited but, in
the opinion of management, all adjustments necessary for a fair presentation of
such information have been made. All such adjustments are of a normal recurring
nature. Certain 1998 amounts have been reclassified to conform with the 1999
presentation. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been omitted pursuant to applicable rules and regulations of
the Securities and Exchange Commission. The condensed consolidated financial
statements included herein should be read in conjunction with the audited
financial statements and notes thereto contained in the Company's Annual Report
on Form 10-K for the year ended December 31, 1998.

2.       Consolidation Policy

The condensed consolidated financial statements include the accounts of the
Company and its subsidiaries, all of which are wholly-owned. Intercompany
balances and transactions have been eliminated.

3.       Nature of Operations

The Company operates two businesses: specialty packaging and printed office
products. The Company's specialty packaging business is comprised of three
segments: the extrusion of polyethylene and other materials onto papers and
nonwovens used in packaging and other products, the manufacture of soft
packages including Tyvek(R) mailers, and the manufacture of labels. The
Company's printed office products business is comprised of a single segment
which supplies custom-printed envelopes and labels, digital document services
and business forms. The markets for these products are located principally
throughout the continental United States.

4.       Earnings Per Common Share

Basic earnings per common share is based upon the weighted average number of
common shares outstanding during the respective periods. Diluted earnings per
share is based upon the weighted average number of common and common equivalent
shares outstanding during the respective periods. The only common equivalent
shares are those related to stock options outstanding during the respective
periods.

5.       Inventories

Inventories consisted of the following at the dates indicated:

<TABLE>
<CAPTION>
                                                                   September 30,           December 31,
                                                                       1999                    1998
                                                                   -------------           ------------
                                                                    (Unaudited)
        <S>                                                        <C>                     <C>
        (in thousands)
        Raw materials                                              $     14,960            $     16,740
        Work in process                                                   4,173                   3,712
        Finished goods                                                   12,371                  14,021
                                                                   ------------            ------------
                                                                         31,504                  34,473
        Inventory obsolescence reserve                                   (1,976)                 (2,429)
                                                                   ------------            ------------
        Net inventory                                              $     29,528            $     32,044
                                                                   ============            ============
</TABLE>


                                       6
<PAGE>   7

6.       Comprehensive Income


Total comprehensive income for the nine months ended September 30, 1999 and 1998
was as follows (unaudited):

<TABLE>
<CAPTION>
                                                                      Nine months ended September 30,
                                                                   ------------------------------------
                                                                       1999                    1998
                                                                   ------------            ------------
        <S>                                                        <C>                     <C>
        (in thousands)
        Net income                                                 $     12,395            $     13,487
        Foreign currency translation adjustments                             --                    (261)
                                                                   ------------            ------------
        Comprehensive income                                       $     12,395            $     13,226
                                                                   ============            ============
</TABLE>


For the three months ended September 30, 1999 and 1998, net income and
comprehensive income were the same.

7.       Acquisition

On April 30, 1999 the Company acquired substantially all of the property, rights
and assets of Tekkote Corp., a manufacturer of coated and printed products for
use in packaging and related fields. The transaction has been accounted for as a
purchase with the results of Tekkote Corp. included with those of the Company's
extrusion coating and laminating segment beginning May 1, 1999. The negotiated
purchase price was $14.3 million in cash, and assumption of a note payable of
$1.0 million. The principal and interest, based on LIBOR, of the note are due
October 31, 2000.

The following are the components of net assets acquired of Tekkote Corp.:

<TABLE>
<CAPTION>
                                                                           April 30, 1999
                                                                          ----------------
        <S>                                                               <C>
        (in thousands)
        Accounts receivable                                               $          2,258
        Inventory                                                                    1,019
        Other current assets                                                            10
        Property, plant and equipment                                                5,875
        Other long-term assets                                                         152
        Goodwill                                                                    10,264
        Other intangible assets                                                        229
        Accounts payable                                                            (3,788)
        Other current liabilities                                                     (375)
                                                                          ----------------

        Net assets acquired                                               $         15,644
                                                                          ================
</TABLE>

         The acquired goodwill is being amortized on the straight-line basis
         over 20 years.

8.       Discontinued Operation

On May 28, 1999 the Company sold the business and assets of BookCrafters USA,
Inc., its hardcover and softcover book manufacturing and distribution segment
to The Sheridan Group. Accordingly, the segment has been accounted for as a
discontinued operation and prior period financial statements were reclassified.

The Company assigned certain operating leases entered into by BookCrafters USA,
Inc. prior to the sale. The Company guaranteed the payments on these leases
which expire between January 1, 2003 and January 1, 2004. At September 30,
1999, the aggregate amount of guaranteed lease payments was $2,179,650.

In the first quarter of 1999, the Company recorded a loss of $1,513,000 after
tax for the disposal of the segment. No adjustment was required to the loss on
disposal of the segment at the date of sale.


                                       7
<PAGE>   8

The following are the components of the net assets for discontinued operations
of BookCrafters USA, Inc.:

<TABLE>
<CAPTION>
        (in thousands)                                                      December 31,
                                                                                1998
                                                                          ----------------
        <S>                                                               <C>
        Current net assets:
        Accounts receivable                                               $          9,463
        Inventory                                                                    2,483
        Other assets                                                                     5
        Accounts payable                                                            (3,730)
                                                                          ----------------
        Total net current assets                                                     8,221

        Long-term assets:
        Property, plant and equipment, net of accumulated
          depreciation of $20,719                                                    6,682
        Other long-term                                                                 97
                                                                          ----------------
        Total long-term assets                                                       6,779

        Net assets of discontinued operation                              $         15,000
                                                                          ================
</TABLE>

Assets are shown at their net realizable values and liabilities are shown at
their face amounts.

Summarized income statement information for BookCrafters USA, Inc. is as
follows (unaudited):

<TABLE>
<CAPTION>
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998       1999                    1998
                                                                   --------                --------
        <S>                                                        <C>                     <C>
        (in thousands)
        Net sales                                                  $     --                $ 12,612
        Operating Income                                           $     --                $    564

        FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998
        (in thousands)
        Net sales                                                  $ 18,799                $ 36,390
        Operating income (loss)                                    $   (888)               $    854
</TABLE>

9.       Compensation Plans

The Company adopted the American Business Products, Inc. 1999 Incentive
Compensation Plan (the "1999 Plan"), at the 1999 Annual Meeting of Shareholders
held on May 5, 1999. Future stock-based compensation will be made pursuant to
the 1999 plan, which will replace the 1991 Stock Incentive Plan and the 1993
Directors' Stock Incentive Plan. Under the 1999 plan, options may be granted at
fair value to key employees. As of September 30, 1999, the Company has issued
options to purchase 317,000 shares of Common Stock pursuant to the 1999 Plan.
The 1999 plan also provides for performance share awards. The Company issued
171,000 shares of restricted stock during the second quarter of 1999 pursuant
to the 1999 Plan that may vest in whole or in part, or may be forfeited, based
on the Company's performance over the next three years. As a result of the
resignation of the Company's Chairman and Chief Executive Officer in September
1999, the Company anticipates that 131,000 of these shares with a fair value at
date of grant of $1,981,375 will be forfeited. As such, these shares are
recorded as a component of treasury stock in the accompanying September 30,
1999 Condensed Consolidated Balance Sheet. The fair value of the restricted
shares still outstanding at date of grant was $605,000 which is recorded as
unearned compensation in the accompanying September 30, 1999 Condensed
Consolidated Balance Sheet. The Company also issued 100 shares of restricted
stock pursuant to the 1999 Plan to each nonemployee director during the second
quarter of 1999, for a total of 1,000 shares, resulting in $15,125 of
compensation expense recorded in selling and administrative expenses in the
accompanying Condensed Consolidated Statements of Income.

10.      Shareholders' Rights Plan

On May 5, 1999, the Board of Directors adopted a Rights Plan which will expire
November 6, 2009. The Company's current Rights Plan adopted October 25, 1989
will expire November 6, 1999. Under the new rights plan, shareholders of record
on May 17, 1999, and shareholders who acquire the Company's common stock after



                                       8
<PAGE>   9

that date until the distribution date will receive rights to purchase six shares
of the Company's common stock (subject to adjustment) at a price equal to 20% of
the then current market price. In the event there is an insufficient number of
authorized but unissued shares of the Company to honor all of the rights, the
Board of Directors may substitute alternative securities or cash. The rights
will be exercisable if a person or group acquires beneficial ownership of 30% or
more of the Company's outstanding common stock, or begins a tender or exchange
offer for 30% or more of the Company's outstanding common stock. In addition,
the rights will be exercisable if an "adverse person", as determined by the
Board of Directors, acquires a beneficial ownership of 10% or more of the
Company's outstanding common stock. The Board of Directors may redeem the rights
for $0.01 per right at any time up to 20 days after the time they become
exercisable. Until a triggering event, the rights attach to and trade with the
shares of the Company's common stock. No separate rights certificate will be
issued until an event triggering the exercise of the rights occurs.

11.      Business Segment Information

<TABLE>
<CAPTION>
     (unaudited)
     (in thousands)                                     Net External        Net Internal          Operating
     THREE MONTHS ENDED SEPTEMBER 30, 1999                  Sales               Sales           Profit (Loss)
                                                      -----------------   -----------------   -----------------

    <S>                                               <C>                 <C>                 <C>
    Extrusion Coating & Laminating                    $          38,072   $             426   $           2,984
    Soft Packaging                                               23,693               1,404               1,541
    Labels                                                       15,555                 610                 842
                                                      -----------------   -----------------   -----------------
    Total Specialty Packaging Business                           77,320               2,440               5,367

    Printed Office Products                                      44,213                  --               2,649
    Corporate                                                        --                  --              (1,309)
                                                      =================   =================   =================
    Total                                             $         121,533   $           2,440   $           6,707
                                                      =================   =================   =================

    NINE MONTHS ENDED SEPTEMBER 30, 1999

    Extrusion Coating & Laminating                    $         100,545   $           1,255   $           9,044
    Soft Packaging                                               69,522               4,449               4,990
    Labels                                                       47,500               3,299               5,185
                                                      -----------------   -----------------   -----------------
    Total Specialty Packaging Business                          217,567               9,003              19,219

    Printed Office Products                                     132,629                  --               6,048

    Corporate                                                        --                  --              (2,885)
                                                      =================   =================   =================
    Total                                             $         350,196   $           9,003   $          22,382
                                                      =================   =================   =================


    THREE MONTHS ENDED SEPTEMBER 30, 1998

    Extrusion Coating & Laminating                    $          31,271   $             324   $           3,556
    Soft Packaging                                               21,458               1,462               1,255
    Labels                                                       15,153               1,061               2,416
                                                      -----------------   -----------------   -----------------
    Total Specialty Packaging Business                           67,882               2,847               7,227

    Printed Office Products                                      46,445                   3               2,602
    Corporate                                                        --                  --                (972)
                                                      =================   =================   =================
    Total                                             $         114,327   $           2,850   $           8,857
                                                      =================   =================   =================

    NINE MONTHS ENDED SEPTEMBER 30, 1998

    Extrusion Coating & Laminating                    $          93,318   $             655   $          10,203
    Soft Packaging                                               64,683               4,947               3,370
    Labels                                                       44,910               3,467               8,157
                                                      -----------------   -----------------   -----------------
    Total Specialty Packaging Business                          202,911               9,069              21,730

    Printed Office Products                                     143,846                  10               4,052
    Corporate                                                        --                  --              (3,564)
                                                      =================   =================   =================
    Total                                             $         346,757   $           9,079   $          22,218
                                                      =================   =================   =================
</TABLE>


                                       9
<PAGE>   10

In all material respects, the Company accounts for intercompany sales and
transfers as if the sales or transfers were to third parties.

Operating profit for each segment is adjusted income before interest and taxes,
which is income before interest and taxes adjusted to include, in lieu of
corporate expense allocations, a capital charge equal to 2.5% of the invested
capital used in the business segment, which has been netted with Corporate.


                                      10
<PAGE>   11

ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

Results of Operations

         The Company's continuing operations are comprised of two businesses:
Specialty Packaging and Printed Office Products. The Company's Specialty
Packaging business is comprised of three segments: the extrusion of
polyethylene and other materials onto papers and nonwovens used in packaging
and other products, the manufacture of soft packages including Tyvek(R)
mailers, and the manufacture of labels. The Company's Printed Office Products
business is comprised of a single segment, which supplies custom-printed
envelopes and labels, digital document services and business forms.

         Net sales from continuing operations for the third quarter of 1999
were $121.5 million, an increase of 6.3%, compared to $114.3 million in the
third quarter of 1998. Net sales from continuing operations for the nine months
ended September 30, 1999 were $350.2 million, an increase of 1.0% from the
$346.8 million of net sales for the nine months ended September 30, 1998. A
more detailed analysis of net sales is included in the discussion below of the
Company's two continuing businesses: Specialty Packaging and Printed Office
Products.

         The Company's gross profit margin from continuing operations was 25.5%
in the third quarter of 1999 compared to 28.9% in the third quarter of 1998.
The reduced margin in the third quarter of 1999 resulted from the acquisition
in the second quarter of 1999 of substantially all of the property, rights and
assets of Tekkote Corp. ("Tekkote") whose gross margin is less than that of the
Company's other operations, reduced sales in the other operations and factors
affecting individual segments' results as discussed more fully below. The
Company's gross margin from continuing operations for the nine months ended
September 30, 1999 was 27.5% compared to 29.4% for the nine months ended
September 30, 1998. The reduced margin in the first nine months of 1999 was due
primarily to the same factors as in the third quarter.

         Selling and administrative expense from continuing operations (as a
percentage of net sales) was 20.2% in the third quarter of 1999 compared to
21.5% in the third quarter of 1998. Included in the results for the third
quarter of 1999 were estimated costs of approximately $1.2 million related to
the resignation of the Company's Chairman and Chief Executive Officer, interim
management arrangements and a search for a successor. Exclusive of these costs,
selling and administrative expenses from continuing operations (as a percentage
of sales) for the third quarter of 1999 would have been 19.2%. The lower
percentage in the third quarter of 1999 was due primarily to expense reduction
initiatives, particularly in the Company's Printed Office Products segment as
discussed more fully below. Selling and administrative expenses from continuing
operations (as a percentage of sales) for the nine months ended September 30,
1999 were 21.4% compared to 21.5% for the nine months ended September 30, 1998.
Excluding the transition costs referred to above, selling and administrative
expenses from continuing operations (as a percentage of sales) for the nine
months ended September 30, 1999 would have been 21.0%. Included in the results
for the nine months ended September 30, 1998 were charges related to management
changes and reorganization at the Company's Printed Office Products business of
$1.4 million. Excluding these charges, selling and administrative expenses from
continuing operations (as a percentage of sales) for the nine months ended
September 30, 1998 would have been 21.1%.

         During the second quarter of 1998, the Company conducted an extensive
review of a custom-designed software system that was being developed by the
Company's Printed Office Products business. The Company then decided to
discontinue the software development project. Discontinuance of this project
necessitated the Company to record a pre-tax charge of approximately $5.2
million to write off the Company's investment in the project.

         Miscellaneous-net income was $0.2 million in the third quarter of 1999
compared to miscellaneous-net income of $0.5 million in the third quarter of
1998. Miscellaneous net income for the nine months ended September 30, 1999 was
$1.1 million, compared to $0.2 million of miscellaneous net income for the nine
months ended September 30, 1998. The nine months ended September 30, 1998
results included a loss on the sale of the Company's investment in Curtis 1000
Europe GmbH of approximately $1.8 million and gains from asset disposals of
$1.2 million.


                                      11
<PAGE>   12

         Interest expense for the third quarter of 1999 was $0.3 million, a
decrease of 85.8% from $1.8 million in the third quarter of 1998. Interest
expense for the nine months ended September 30, 1999 was $2.6 million, a
decrease of 42.3% from the $4.6 million for the nine months ended September 30,
1998. Included in the results for the third quarter of 1999 and the nine months
ended September 30, 1999 was a reduction of interest expense of $1.1 million
resulting from downward revaluation of the Company's liabilities for
supplemental retirement benefits as a result of increases in bond market
interest rates which affect valuation of this liability. Included in the
results for the third quarter of 1998 and the nine months ended September 30,
1998 was an increase in interest expense of $0.3 million resulting from upward
revaluation of the Company's liabilities for supplemental retirement benefits
as a result of decreases in bond market interest rates. The remaining decrease
in 1999 is due primarily to reduced long-term debt.

         Interest income for the third quarter of 1999 was $0.5 million, a
decrease of 60.8% from the $1.2 million in the third quarter of 1998. Interest
income for the nine months ended September 30, 1999 was $1.7 million, a
decrease of 47.3% from the $3.3 million for the nine months ended September 30,
1998. The decrease in 1999 was due primarily to lower average investment
balances.

         The Company's effective income tax rate from continuing operations
decreased to 34.7% in the third quarter of 1999 compared to 36.8% in the third
quarter of 1998. The effective tax rate was 35.2% and 37.8% for the nine month
periods ended September 30, 1999 and September 30, 1998, respectively. The
lower effective rate in 1999 resulted from state tax planning initiatives which
were implemented at the beginning of the year and favorable resolution of prior
period liabilities. The higher effective rate for the nine months ended
September 30, 1998 was impacted by the non-deductible portion of the loss on
the sale of the Company's investment in Curtis 1000 Europe GmbH.

Specialty Packaging

         The Company's Specialty Packaging business is composed of three
segments: extrusion coating and laminating of packaging and other products,
soft packaging including Tyvek(R) mailers, and printing of labels.

         On April 30, 1999, the Company acquired Tekkote, a manufacturer of
coated and printed products for use in packaging and related fields whose
revenues for 1998 were approximately $30.0 million. The negotiated purchase
price was $14.3 million in cash and a note payable of $1.0 million due October
31, 2000. This acquisition has enabled the extrusion coating and laminating
segment to offer a broader line of release liner products used in pressure
sensitive applications and packaging. The acquisition has been accounted for as
a purchase with the results of Tekkote included with those of the Company's
extrusion coating and laminating segment beginning May 1, 1999.

         In the third quarter of 1999, the Company's Specialty Packaging
business' net sales were $79.8 million, an increase of 12.8%, compared to $70.7
million in the third quarter of 1998. Net sales for the nine months ended
September 30, 1999 were $226.6 million, an increase of 6.9%, compared to $212.0
million for the nine months ended September 30, 1998. The sales increase in the
third quarter of 1999 was due primarily to the inclusion of sales from the
acquisition of Tekkote and revenue gains in the soft packaging segment. The
sales increase for the nine months ended September 30, 1999 was due primarily
to the inclusion of sales from the acquisition of Tekkote and revenue gains in
the soft packaging and labels segments partially offset by revenue declines in
the extrusion coating and laminating segment exclusive of Tekkote. A more
detailed explanation of each of the segments results is discussed below.

         The Company measures each of its businesses' and segments' operating
profit, which the Company defines as income before interest and taxes less a
capital charge equal to 2.5% of the net assets used by that business or
segment.

         In the third quarter of 1999, the Company's Specialty Packaging
business' operating profit was $5.4 million, a decrease of 25.7%, compared to
$7.2 million in the third quarter of 1998, and in the nine months ended
September 30, 1999, was $19.2 million, a decrease of 11.6%, compared to $21.7
million for the first nine months of 1998. The decreases were due to lower
operating profits in the extrusion coating and laminating and the labels
segments, partially offset by higher operating profits in the soft packaging
segment.


                                      12
<PAGE>   13

         The Specialty Packaging business' extrusion coating and laminating
segment generated net sales of $38.5 million in the third quarter of 1999, a
21.8% increase, compared to $31.6 million in the third quarter of 1998. Net
sales for the extrusion coating and laminating segment for the nine months
ended September 30, 1999 were $101.8 million, an increase of 8.3%, compared to
$94.0 million for the nine months ended September 30, 1998. The sales increases
in 1999 were due primarily to the inclusion of sales from the Tekkote
acquisition, partially offset by reduced demand for certain mature products.

         The extrusion coating and laminating segment reported operating profit
in the third quarter of 1999 of $3.0 million, a decrease of 16.1%, compared to
operating profit of $3.6 million in the third quarter of 1998. The decrease in
the third quarter was due primarily to lower unit prices, reduced demand for
certain mature products, and raw materials price increases that may not
immediately be passed through to the segment's customers. Operating profit for
the extrusion coating and laminating segment for the first nine months of 1999
was $9.0 million, a decrease of 11.4%, compared to $10.2 for the nine months
ended September 30, 1998. The decrease in the first nine months of 1999 was due
primarily to lower unit prices and reduced demand for certain mature products.

         The Company is continuing to seek to accelerate the growth of its
extrusion coating and laminating segment by developing or acquiring
complementary technologies, capabilities, manufacturing plants and personnel.
In line with this objective, the Company completed the acquisition of Tekkote
during the second quarter of 1999 discussed above. In addition, the Company is
taking action to contain fixed costs while intensifying its programs to develop
additional new products and markets to sustain growth.

         The Specialty Packaging business' soft packaging segment generated net
sales of $25.1 million in the third quarter of 1999, an increase of 9.5%,
compared to $22.9 million in the third quarter of 1998. Net sales for the nine
months ended September 30, 1999 for the specialty packaging segment were $74.0
million, an increase of 6.2%, compared to $69.6 million for the nine months
ended September 30, 1998. Sales growth in 1999 resulted primarily from
increased demand for specialty packages from the soft goods fulfillment market,
partially offset by a reduction in sales of standard Priority Mail envelopes
due to cost containment programs implemented by the United States Postal
Service in the second quarter of 1999.

         The soft packaging segment reported operating profit in the third
quarter of 1999 of $1.5 million, an increase of 22.8%, compared to operating
profit of $1.3 million in the third quarter of 1998. Operating profit for the
soft packaging segment for the nine months ended September 30, 1999 was $5.0
million, an increase of 48.1%, compared to $3.4 million for the nine months
ended September 30, 1998. The increase in 1999 operating profit resulted from
increased sales as well as improved margins from the expansion of higher
value-added packaging sales to the growing fulfillment market.

         The Specialty Packaging business' labels segment generated net sales
of $16.2 million in the third quarter of 1999, a 0.3% decrease, compared to
$16.2 in the third quarter of 1998. During the third quarter of 1999 the labels
segment experienced increased sales of multi-color, higher quality labels and
decreased sales of single-color labels for office applications, which users may
produce for themselves with personal computers and inexpensive printers,
compared with the third quarter of 1998. Net sales for the nine months ended
September 30, 1999 for the label segment were $50.8 million, an increase of
5.0%, compared to $48.4 million for the nine months ended September 30, 1998.
The increase in the first nine months of 1999 resulted primarily from increased
sales of multi-color, higher quality labels, which for the first nine months
were only partially offset by decreased demand for single-color labels.

         The Company's labels segment reported operating profit in the third
quarter of 1999 of $0.8 million, a decrease of 65.1%, compared to operating
profit of $2.4 million in the third quarter of 1998. The decrease in the third
quarter of 1999 was due primarily to decreased sales of single-color labels
partially offset by increased sales of multi-color, higher quality labels
through new distribution channels and to packaging markets, which have yielded
lower margins, due in part to competitive conditions and in part to
inefficiencies and other start-up costs incurred by the Company in entering and
expanding in these new markets. Also, in the third quarter of 1999 the labels
segment incurred expense to hire and train additional personnel to facilitate
growth of the business in future periods. Operating profit for the label segment
for the nine months ended September 30, 1999 was $5.2 million, a decrease of
36.4%, compared to $8.2 million for the nine months ended September 30, 1998.
The decrease in 1999 resulted from the previously referenced changes in product
mix.


                                      13
<PAGE>   14

Printed Office Products

         The Company's Printed Office Products segment generated net sales of
$44.2 million in the third quarter of 1999, a 4.8% decrease, compared to $46.4
million in the third quarter of 1998. Although lower than the prior year, net
sales for the third quarter of 1999 were 1.0% greater than net sales for the
second quarter of 1999 which represents a reversal of generally declining sales
in recent quarters. In March of 1999, the Company had appointed a new President
for its Printed Office Products business and had developed various programs
intended to halt the revenue decline and stimulate revenue growth. These
programs, which are being implemented, include steps intended to improve the
effectiveness of the business' direct sales force by concentrating on core
products, developing national accounts, and implementing technology-enabled
ordering systems. Net sales for the nine months ended September 30, 1999 for
the printed office products segment were $132.6 million, a decrease of 7.8%,
compared to $143.9 million for the nine months ended September 30, 1998. The
decline in sales in 1999 was due primarily to lack of focus on selling core
products, larger backlogs in the first quarter of 1998 caused by production
bottlenecks in 1997 and a large order from a single customer in the first
quarter of 1998 which was not repeated in 1999.

         The Company's Printed Office Products segment reported operating
profit in the third quarter of 1999 of $2.6 million, compared to operating
profit of $2.6 million in the third quarter of 1999. Included in the 1999 third
quarter results were a series of on-going and one-time expense reduction
measures including personnel reductions, employee benefit cost reductions and
lower costs resulting from replacing existing supplier contracts with new
arrangements. These measures collectively reduced expense net of related
implementation costs by approximately $1.2 million in the third quarter and are
expected to reduce costs thereafter by approximately $1.2 million per quarter.
Operating profit for the Printed Office Products segment for the nine months
ended September 30, 1999 was $6.0 million, an increase of 49.3%, compared to
$4.1 million for the nine months ended September 30, 1998. Included in the 1998
results are charges related to management changes and reorganization of $1.4
million in the first quarter of 1998, charges from the write-off of the
segment's former order entry systems project of $5.2 million in the second
quarter of 1998 and gains from the sale of realty rendered redundant by the
1996-1997 plant consolidation program of $0.7 million in the second quarter of
1998. Exclusive of these charges, the Printed Office Products segment would
have reported operating profit of $9.9 million for the first nine months of
1998. The decreased operating profit in the third quarter of 1999, exclusive of
the expense reductions, and the nine months ended September 30, 1999 was due
primarily to the lower sales.

Discontinued Operation

         On May 28, 1999, the Company sold its hardcover and softcover book
manufacturing business to The Sheridan Group. The financial statements reflect
the operating results of this business as a discontinued operation and prior
period financial information has been appropriately restated. This initiative
is part of an overall corporate restructuring intended to enhance profitability
by focusing the Company on its Specialty Packaging and Printed Office Products
businesses. As a result of the disposition, the Company recorded an additional
after tax loss of approximately $1.5 million in the first quarter of 1999.

Pro Forma Financial Information

         The Company incurred charges of $1.4 million before tax due to
management changes at its Printed Office Products business during the first
quarter of 1998, which are recorded in selling and administrative expenses in
the accompanying Condensed Consolidated Statements of Income, charges of $5.2
million before tax to write-off the Company's investment in the software
development project in the Printed Office Products business in the second
quarter of 1998, which is recorded in other charges in the accompanying
Condensed Consolidated Statements of Income, a loss of $1.8 million before tax
on the sale of the Company's investment in Curtis 1000 Europe GmbH in the second
quarter of 1998, which is recorded in miscellaneous-net in the accompanying
Condensed Consolidated Statements of Income, and gains of $0.7 million before
tax in the second quarter of 1998 from the sale of realty rendered redundant by
the plant consolidation program, which are recorded in miscellaneous-net in the
accompanying Condensed Consolidated Statements of Income. Excluding these
charges the Company would have shown income from continuing operations of $18.0
million, or $1.12 per diluted share, and net income of $18.5 million, or $1.15
per diluted share for the nine months ended September 30, 1998.


                                      14
<PAGE>   15

Liquidity and Capital Resources

         On April 20, 1999, the Board of Directors authorized the repurchase of
an additional 2.0 million shares, or 13% of the Common Stock outstanding,
through negotiated transactions and open market purchases. This increases the
size of the Company's current stock repurchase program to 3.7 million shares.
Since inception of the program, the Company has purchased 1,827,100 shares at a
cost of approximately $34.0 million.

         Stockholders' equity decreased $6.4 million during the first nine
months of 1999 due primarily to stock repurchases by the Company and totaled
$156.3 million at September 30, 1999.

         Cash and cash equivalents decreased $26.3 million during the first
nine months of 1999 and totaled $33.7 million at September 30, 1999. Operating
activities generated $10.6 million in cash during the first nine months of
1999. The other significant sources of cash in 1999 were $12.0 million from the
sale of the Company's book manufacturing segment, $1.0 million from issuance of
a note payable in conjunction with the acquisiton of Tekkote, $0.5 million from
sales and exchanges of Common Stock and proceeds from Company owned life
insurance policies of $0.8 million. The primary uses of cash in 1999 were the
purchase of Tekkote for $15.6 million, purchases of $16.1 million of property,
plant and equipment, repurchase of $11.8 million of Common Stock, payment of
$7.5 million in dividends and repayment of $0.3 million of debt.

         The Company maintains a committed revolving credit agreement (the
"Credit Agreement") with a bank under which the Company may borrow up to $50
million through April 22, 2002, at interest rates related to prime and
Eurocurrency rates. At September 30, 1999 there were no borrowings under this
Credit Agreement. A wholly owned subsidiary of the Company has borrowed
approximately $6.5 million through a variable interest rate industrial revenue
bond (the "Bond") due May 1, 2031. The interest rate on the Bond was 3.90% at
September 30, 1999. The Bond is supported by a letter of credit issued pursuant
to the Credit Agreement, which commensurately reduces the balance available to
the Company under the Credit Agreement.

         The Company believes its liquid current assets, internal cash flow,
availability of additional borrowing under its existing loan agreements, and,
to the extent necessary, additional external financing, should adequately meet
the Company's needs for the foreseeable future.

Year 2000 Issue

         The Year 2000 issue is the result of potential problems with computer
systems or any equipment with computer chips that use dates where the date has
been stored as just two digits (e.g. 99 for 1999). On January 1, 2000, any
clock or date recording mechanism, including date sensitive software which uses
only two digits to represent the year, may recognize a date incorrectly (e.g.,
interpret the two digits 00 as the year 1900 rather than the year 2000). This
could result in a system failure or miscalculations causing disruption of
operations, including among other things, a temporary inability to process
transactions, send invoices, or engage in similar activities.

         The Company has undertaken a program to address Year 2000 compliance
with respect to the following: (i) the Company's information technology
hardware and software ("IT systems"); (ii) the Company's non-information
technology systems, such as buildings, plant, equipment, telephone systems, and
other infrastructure systems that may contain microcontroller technology
("non-IT systems"); and (iii) exposure from third parties with which the
Company does business.

         The Company's plan with regard to the Year 2000 issue for each of the
above involves the following phases: (i) assessment of systems to determine the
extent to which the Company may be vulnerable to the Year 2000 issue; (ii) the
development of remedies to address problems discovered in the assessment phase;
(iii) the testing of such remedies; and (iv) the preparation of contingency
plans to address potential worst case scenarios should the remedies not be
successful.

         The Company has analyzed its IT systems in an effort to identify any
systems that may experience problems relating to the Year 2000 issue and
implement any changes required to remedy such problems. The result of the
analysis was that most of the IT systems used by the Company were vulnerable to
potential problems relating


                                      15
<PAGE>   16

to the Year 2000 issue. A Company-wide enterprise resource planning ("ERP")
software solution was chosen as the primary means to address the Year 2000
issue. The ERP software was selected not only to address the Year 2000 issue,
but also to add functionality and efficiency in the business processes of the
Company. The ERP software is being implemented in stages at each of the
Company's operating companies. The first stage was comprised primarily of the
financial modules. These implementations have been completed. The second stage
includes the manufacturing and distribution modules. Current plans call for
these modules to be installed in some but not all of the operating companies.
This stage has been completed. Remediation and testing of IT systems not
replaced by the ERP software solution was completed as of June 30, 1999.

         The Company has assessed its significant non-IT systems that may
contain embedded microcontrollers to determine what remediation efforts may be
necessary. All non-IT systems tested have been evaluated as being not likely to
experience problems relating to the Year 2000 issue or it has been determined
that non-compliance will not affect the functionality of the equipment.

         The Company is taking steps intended to assess the Year 2000 readiness
of certain third parties whose possible lack of Year 2000 readiness could, in
the Company's opinion, cause a materially adverse impact on the Company's
business, results of operations or financial condition. The Company has
identified and contacted all critical suppliers of goods and services. The
Company has received responses from these critical suppliers and has reviewed
their Year 2000 readiness based upon their responses. On the basis of these
reviews and the Company's evaluation of each supplier's potential impact on its
business, contingency plans have been developed. These contingency plans
include accepting potential risk from lack of Year 2000 readiness, identifying
alternative suppliers of the goods or services and increased inventories.

         In addition, contingency plans have been developed for critical
internal and external business processes. Contingency plans are in place to
address the most likely potential risks. Management considers contingency
planning to be an ongoing project and will continue to assess and revise the
Company's contingency plans up to and beyond December 31, 1999, as necessary.
Though essential to the operation of the Company's business, the software and
operating systems the Company utilizes may be supplemented by manual
processing.

         The total Year 2000 remediation project is estimated to cost
approximately $25 million of which approximately $22 million has been spent to
date. All of the projected cost is expected to be funded from operating cash
flow. Approximately 80% of the estimated spending relates to the ERP software
solution. Costs associated with the ERP software solution are treated as period
expense or capitalized and amortized in accordance with applicable accounting
principles and Company policy. Costs associated with correcting existing
systems are expensed as incurred.

         Failure to successfully execute the Company's Year 2000 readiness
plans on a timely basis or the failure of external parties to achieve Year 2000
readiness on a timely basis could have a material adverse impact on the
Company's financial position and results of operations.

Forward Looking Statements; Risks and Uncertainties

         From time to time, the Company or its representatives have made or may
make forward-looking statements that reflect the Company's current
expectations, hopes, intentions, plans, or strategies, orally or in writing.
The words or phrases "is expected," "will continue," "anticipates,"
"estimates," "plans," "intends," or similar expressions in any of these
communications are intended to identify "forward-looking statements" within the
meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A
of the Securities Act of 1933, as enacted by the Private Securities Litigation
Reform Act of 1995. The Company assumes no obligation to update any such
forward-looking statements. Except for historical information contained in this
report, statements set forth in this report are forward-looking statements.


                                      16
<PAGE>   17

         There can be no assurance the Company's actual performance will not
differ materially from that projected in the Company's forward-looking
statements due to important factors including but not limited to those
described below. The Company's expectations with respect to future sales and
profits assume reasonable continued growth in the general economy, which
affects demand for the Company's products. The Company's Printed Office
Products business has experienced generally declining revenues since 1995 and
while the Company has developed programs intended to halt these revenue
declines and to increase this business' future revenues, and while the
business' results in the third quarter of 1999 give encouragement with respect
to future results, such programs are new to the Company and there can be no
assurance that these programs will result in increases in the business'
revenues in future periods. The Company's Printed Office Products business has
also introduced a series of expense reduction measures. However, there can be
no assurance that such measures will continue to be successful or of the level
of such success. The Company's Specialty Packaging business has experienced a
slowing of its historical revenue growth rates and margin reduction primarily
due to greater competition and a maturation of certain markets in which this
business participates. The Company's Specialty Packaging business is seeking
more rapid growth through development of new products and penetration of new,
higher growth markets. However, the Company may be less successful or it may
take longer and cost more to develop new products and distribution channels and
penetrate new markets than the Company currently anticipates. Loss of customers
due to changes in customers' manufacturing processes that reduce or eliminate
their need for the Company's products often cannot be predicted and may
adversely affect the Company's revenues and profits. The Company has been
engaged in monetizing non-strategic, redundant and low-productivity assets. The
Company's ability to continue monetizing such assets depends in part upon the
Company's ability to identify such assets as they become non-strategic or
unproductive, the availability of suitable conversion strategies, demand for
such assets among other parties, and market conditions generally. Further, the
Company expects to develop programs intended to increase the rate of growth of
the Company, which may include plans to acquire other companies and businesses.
The Company's success in implementing an acquisition program will depend, among
other things, on the Company's ability to identify, evaluate, negotiate,
integrate and operate acquisitions; the availability of suitable acquisitions
to the Company, competition for such acquisitions, the cost and availability of
acquisition financing to the Company and others, and capital market conditions
generally, all of which are subject to uncertainty.

         Although the Company believes its plan to achieve timely Year 2000
readiness is reasonable based on known facts and circumstances it remains
possible that, dependant on factors and future events such as availability in
the labor force of information systems programmers and other information
systems personnel, the wide variety of information technology systems and
components, both hardware and software, that must be evaluated, the large
number of external parties with which the Company interacts, responsiveness of
third parties beyond the Company's control such as system vendors, service
suppliers, and others with whom the Company interacts, and the capabilities of
the information systems which the Company intends to utilize, achieving Year
2000 readiness may take longer or cost more than the Company anticipates. Due
to numerous uncertainties including those listed above, no assurances can be
given that the Company will achieve Year 2000 readiness on a timely basis, that
third parties with whom the Company contracts will achieve Year 2000 readiness
on a timely basis, that the Company's Year 2000 project will be completed
within current cost estimates, that the Year 2000 issue will not precipitate
disruptions in financial markets or the economy generally, which could
materially, if indirectly, affect the Company, or that the Year 2000 issue will
not cause other consequences for the Company which could be adverse and
material.


                                      17
<PAGE>   18

Item 6.  Exhibits and Reports on Form 8-K.

a.       Exhibits attached hereto:


NUMBER                     DESCRIPTION

    27   Financial Data Schedules for Third Quarter 1999 10-Q (for SEC use only)

b.  Reports on Form 8-K.

    On July 26, 1999 the Company filed a Current Report on Form 8-K, dated
    July 21, 1999, to report the temporary leave of absence due to medical
    reasons of Larry L. Gellerstedt, III, Chairman and Chief Executive
    Officer.

    On September 22, 1999 the Company filed a Current Report on Form 8-K,
    dated September 16, 1999, to report the resignation of Larry L.
    Gellerstedt, III as Chairman and Chief Executive Officer of the
    Registrant and from the Board of Directors of the Registrant; the
    retention of a national search firm to find a permanent replacement;
    and the interim appointment of G. Harold Northrop as Chairman of the
    Board and Daniel W. McGlaughlin as Chief Executive Officer.


                                   SIGNATURES



Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                               AMERICAN BUSINESS PRODUCTS, INC.
                                               --------------------------------
                                                        (Registrant)



         Date:  October 20, 1999                   /s/ Richard G. Smith
                                                   ----------------------------
                                                   Richard G. Smith
                                                   Vice President
                                                   and Chief Financial Officer


                                                   /s/ Raymond J. Wilson
                                                   ----------------------------
                                                   Raymond J. Wilson
                                                   Corporate Controller


                                      18
<PAGE>   19

                        AMERICAN BUSINESS PRODUCTS, INC.

                                INDEX OF EXHIBITS

NUMBER                               DESCRIPTION

27       Financial Data Schedules for Third Quarter 1999 10-Q (for SEC use only)



                                      19