UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q/A


        (Mark One)
        [ X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
             EXCHANGE ACT OF 1934
             FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2002.

                                              or

        [  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
             EXCHANGE ACT OF 1934
             FOR THE TRANSITION PERIOD FROM ____________ TO____________


                         Commission File Number: 1-8328


                                  Anacomp, Inc.
             (Exact name of registrant as specified in its charter)


        Indiana                                  35-1144230
        (State or other jurisdiction of          (I.R.S. Employer
        incorporation or organization)           Identification No.)



                12365 Crosthwaite Circle, Poway, California 92064
                                 (858) 679-9797
   (Address, including zip code, and telephone number, including area code, of
                          principal executive offices)



     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

     Indicate by check mark whether the  registrant  has filed all documents and
reports  required  to be  filed by  Section  12,  13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court. Yes X No

     As of July 31, 2002, the number of outstanding  shares of the  registrant's
Class A common Stock,  $.01 par value per share, was 4,030,000 and the number of
outstanding shares of the registrant's Class B common Stock, $0.01 par value per
share, was 4,034.


<PAGE>

(This amendment is being filed to add an exhibit  inadvertently omitted from the
original filing.  Pursuant to applicable rules, this amendment only includes the
text of the item being amended.)




                                      INDEX

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<S>             <C>                                                              <C>

  PART II.      OTHER INFORMATION                                                 Page

  Item 6.       Exhibits and Reports on Form 8-K............................        2

  SIGNATURES................................................................        4
</TABLE>


<PAGE>

                           PART II - OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K

     (a)  Exhibits:  For a list of exhibits  filed with this  quarterly  report,
          refer to the Index of Exhibits below.

     (b)  During  the  period  covered by this  report,  we filed the  following
          reports on Form 8-K:


          (1)  On May 29, 2002,  we filed a Form 8-K to announce a change in our
               certifying  accountant to Ernst & Young.
          (2)  On July 3, 2002, we filed a Form 8-K to announce a  restructuring
               charge in conjunction with a reorganization of our operations.



<PAGE>


                                      INDEX TO EXHIBITS


  EXHIBIT
   NUMBER                 DESCRIPTION OF DOCUMENT

     3.1  Amended  and  Restated  Articles  of  Incorporation  of  Anacomp as of
          December 31, 2001. *
     3.2  Amended and  restated  Bylaws of Anacomp as of April 25, 2002.
     10.1 Lease  Agreement  by and between  Anacomp and Kilroy  Realty,  L.P., a
          Delaware limited partnership dated June 14, 2002 (previously filed)
     10.2 Consulting Agreement by and between Anacomp and Steven G. Singer dated
          May 7, 2002 (previously filed)
     99.1 Certification of Chief Executive Officer (previously filed)
     99.2 Certification of Chief Financial Officer (previously filed)

* Incorporated by reference from the exhibits to the  registration  statement on
Form 8-A filed by Anacomp on January 9, 2002.

<PAGE>





SIGNATURES



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


                                        ANACOMP, INC.




                                        /s/ Linster W. Fox
                                        ________________________
                                        Linster W. Fox
                                        Executive Vice President
                                        and Chief Financial Officer




Date: November 27, 2002