SECURITIES & EXCHANGE COMMISSION
                             Washington, D. C. 20549
                                    FORM 10-K

(X)  Annual Report  Pursuant to Section 13 or 15(d) of the  Securities  Exchange
     Act of 1934 For the fiscal year ended December 31, 1999

                         Commission File Number: 0-7831


                          JOURNAL COMMUNICATIONS, INC.
             (Exact name of Registrant as specified in its charter)

Wisconsin                                                             39-0382060
(State of incorporation)                 (I.R.S. Employer identification number)

333 West State Street, Milwaukee, Wisconsin                                53203
(Address of principal executive offices)                              (Zip Code)

Registrant's telephone number, including area code: (414) 224-2374
Securities registered pursuant to Section 12(b) of the Act:
                                      NONE
                                      ----
Securities registered pursuant to Section 12(g) of the Act:
                    Common Stock, Par Value $0.125 Per Share
                    ----------------------------------------
                                (title of class)


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 if disclosure of delinquent  filers  pursuant to Item 405
of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and
will not be  contained,  to the best of  registrant's  knowledge,  in definitive
proxy or information  statements  incorporated  by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. [X]

State the aggregate market value of the voting stock held by  non-affiliates  of
the Registrant: Not applicable.

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock as of March 13, 2000:

         Class                                Outstanding at March 13, 2000
         -----                                -----------------------------
         Common Stock, par value $0.125                26,874,145

Portions of the annual  shareholders report for the year ended December 31, 1999
are  incorporated  by  reference  into  Parts I and II.  Portions  of the  proxy
statement  for the  annual  shareholders  meeting  to be held  June 6,  2000 are
incorporated by reference into Part III.

                                       1
<PAGE>


                                     PART I
                                ITEM 1. BUSINESS
                                ----------------

The Registrant is a diversified  communications and media company. Its revenues,
broken down by business segments,  as a percentage of consolidated  revenues for
the past three (3) years were:

         Source                        1999           1998           1997
         ------                        ----           ----           ----
         Publishing-Advertising        31.4%          31.8%          34.2%
         Publishing-Circulation         7.7            8.0            8.1
                                       ----            ---           ----
         Publishing Total              39.1           39.8           42.3
         Commercial Printing           28.9           31.8           31.9
         Broadcasting                  17.2           15.6           15.1
         Telecommunications            13.3           11.1            9.0
         Direct Marketing               1.5            1.7            1.7

Material  developments  in  the  Registrant's  business  in  1999  included  the
acquisition of Great Empire  Broadcasting,  Inc., a group of thirteen (13) radio
stations located in Wichita,  Kansas (5), Tulsa,  Oklahoma (3), Omaha,  Nebraska
(2), and  Springfield,  Missouri (3), and the acquisition of television  station
KMIR,  the NBC  affiliate  in Palm  Springs,  California.  It also  featured the
purchase of weekly  newspapers  in Kaukauna  and Merrill,  Wisconsin,  and Ponta
Vedra,  Florida,  and the  divestiture of a shopper  publication in Gainesville,
Florida.  The board of  directors  authorized  spending up to $106.6  million to
invest in a new production  facility for Journal  Sentinel Inc. that is expected
to be fully  operational  in the  fall of  2002.  The  year  also  included  the
beginning  of  construction  for a $31 million  network  expansion  for Norlight
Telecommunications, Inc. In addition to the information provided below, see Item
6, "Selected Financial Data," Item 7, "Management  Discussion and Analysis," and
Item 8, "Consolidated Financial Statements and Supplementary Data."

Forward-Looking Statements
--------------------------

This Annual Report on Form 10-K  contains  forward-looking  statements  that may
state the Registrant's or management's  current  expectations.  These statements
are subject to certain risks,  trends, and uncertainties that could cause actual
results to differ materially from those anticipated.  Among such risks,  trends,
and uncertainties are changes in advertising demand,  newsprint prices, interest
rates,  regulatory rulings, the availability of quality broadcast programming at
competitive  prices,  changes in the terms and conditions of network affiliation
agreements,  quality  and rating of  network  over-the-air  broadcast  programs,
legislative  or  regulatory  initiatives  affecting  the  cost  of  delivery  of
over-the-air  broadcast  programs  to  the  Registrant's  customers,  and  other
economic   conditions  and  the  effect  of   acquisitions,   investments,   and
dispositions on the Registrant's  results of operations or financial  condition.
The words "believe,"  "expect,"  "anticipate,"  "intends," "plans,"  "projects,"
"considers,"  and  similar   expressions   generally  identify   forward-looking
statements.   Readers  are  cautioned  not  to  place  undue  reliance  on  such
forward-looking statements, which are as of the date of this filing.


                                       2
<PAGE>

Publications
------------

Journal  Sentinel Inc., a wholly-owned  subsidiary of the Registrant,  publishes
the major daily newspaper in the Milwaukee,  Wisconsin market. Prior to April 2,
1995, it had published the evening  Milwaukee  Journal (The Journal) since 1882,
the Sunday edition of The Journal  (Sunday  Journal) since 1911, and the morning
Milwaukee  Sentinel  (The  Sentinel)  since it was acquired in 1962. On April 2,
1995, the daily  newspapers  were merged and became one morning  newspaper,  the
Milwaukee Journal Sentinel.

Average paid  circulation for the twelve months ended March 31 for the last five
years, as audited by the Audit Bureau of Circulation, was:

                           1999       1998       1997      1996       1995
                         -------    -------    -------    -------    -------
Journal Sentinel         286,608    289,350    292,035    298,206      -0-
----------------
Journal                    -0-        -0-        -0-        -0-      211,801
-------
Sentinel                   -0-        -0-        -0-        -0-      173,895
---------
Sunday Journal           458,332    459,374    458,480    467,852    486,422
--------------

Advertising  volume in column  inches and  preprint  units for the  Registrant's
Milwaukee newspapers for the last five calendar years was:

                                                  (in thousands)
                           1999       1998       1997      1996       1995
                         -------    -------    -------    -------    -------
Column Inches
-------------
       Full Run          2,125.6    2,188.0    2,319.4    2,151.5    2,289.7
       Part Run            134.1      182.8      292.7      250.7      257.1
Units
-----
       Preprint              3.6        2.9        2.6        2.5        2.8

Full Run refers to  advertisements  that are  published  in all  editions of the
newspaper,  whereas,  Part Run refers to  advertisements  not  published  in all
editions of the newspaper.  Advertising volume declined in 1999 compared to 1998
due to a decrease in employment  and real estate  classified  advertising  and a
shift  to  Preprints  from  ROP.  ROP  (run-of-press)  refers  to  a  format  of
advertisements  the  publisher  prints in its  newspaper  for its  customers and
preprints  are  advertisements  printed by the customer  which are then inserted
into the newspaper.

There  are  168  other  newspapers,  shoppers  and  magazines  published  in the
four-county Milwaukee market. Most of these are weekly publications, while a few
are biweekly,  fortnightly or monthly.  Of these 168 publications,  121 are paid
subscription  and 47 are  delivered  without  charge  or are  available  free at
various public locations.  These publications cover a wide variety of interests,
including community,  business, real estate, labor,  religious,  ethnic, foreign
language or other special interest newspapers.


                                       3
<PAGE>

Two (2) other daily  newspapers,  the  Waukesha  Freeman and the West Bend Daily
News,  are  published in the  four-county  Milwaukee  metropolitan  area.  These
newspapers  are  circulated  in portions of Waukesha  and  Washington  Counties,
respectively.  In addition,  editions of USA Today, Chicago Tribune, Chicago Sun
Times, Wall Street Journal, Madison Capitol-Times, Wisconsin State Journal , New
York Times and Investor's  Business Daily are sold in the Milwaukee market.  The
Journal  Sentinel  newspaper also competes for  advertising  revenues or support
with  nine  (9)  network-affiliated  commercial  television  stations,  four (4)
independent  television  stations  - (two (2) of which are low power  television
stations),  two (2) public  television  stations and twenty-seven (27) AM and FM
radio  stations  located in the  four-county  market,  two (2) cable  television
companies,  several direct mail services,  homebuyers and renters magazines, and
internet sites. One network-affiliated television station and two radio stations
in the Milwaukee market are owned by a subsidiary of the Registrant.

The Journal Sentinel  maintains news bureau offices in Madison,  Wisconsin,  and
Washington,  D.C.  It also has  suburban  bureaus  in  Waukesha,  Cedarburg  and
Sturtevant,  and staff writers based in West Bend,  Green Bay and Stevens Point,
Wisconsin.  The  Journal  Sentinel  is a  member  of the  Associated  Press  and
subscribes to these wire services:  the Washington  Post-Los  Angeles Times News
Service, the New York Times News Service and the Knight-Ridder News Service. The
Journal  Sentinel  is also a  contributing  member of the  Scripps  Howard  News
Service.

During  1999,  the  average  price  per ton for  newsprint  decreased  by 15.9 %
compared to the previous year. Total consumption,  which is based on volume, for
all products in 1999 was 2.2% below 1998's  total.  Newsprint is purchased  from
seven Canadian suppliers. The Registrant considers anticipated supplies for 2000
sufficient.

The Registrant also publishes through its Add, Inc.  subsidiary.  In April 1999,
Add, Inc. purchased a paid weekly newspaper and a free shopper in Wisconsin.  In
May 1999, Add, Inc.  purchased a paid weekly newspaper in Florida.  In July 1999
Add, Inc.  started seven (7) free weekly  newspapers in Wisconsin.  In September
1999 Add, Inc. purchased a free weekly newspaper in Wisconsin.  In October 1999,
Add, Inc.  started a free military base shopper in Georgia.  In March 1999, Add,
Inc.  closed a free auto specialty  product in Wisconsin.  In October 1999, Add,
Inc. closed a multiple-zone free shopper in Florida. In December 1999, Add, Inc.
sold a free shopper in Florida.  At December 31, 1999,  Add, Inc.  published ten
(10) weekly  newspapers in  southwestern  Connecticut;  thirty-nine  (39) weekly
newspapers and one (1) controlled-circulation business publication in Wisconsin;
three (3) weekly newspapers in Florida;  forty seven (47) shopper  publications,
with thirty (30) in Wisconsin,  eleven (11) in Ohio, two (2) in Florida, two (2)
in Vermont,  one (1) in  Massachusetts  and one (1) in New York;  three (3) paid
auto publications,  with two (2) in Louisiana and one (1) in Wisconsin;  two (2)
paid boating  publications in Florida;  six (6) free auto  publications with two
(2) in Ohio, one (1) in Florida,  two (2) in Louisiana and one (1) in Wisconsin,
and one (1) free monthly health and fitness publication in Louisiana.


                                       4
<PAGE>

Printing
--------

IPC Communication Services, Inc., a wholly-owned subsidiary,  specializes in the
production,  management of inventory and materials  procurement  and fulfillment
for  customers in the  technology  and  publications  industries.  This includes
printing of documentation  manuals for hardware and software  manufacturers  and
the  duplication  of CD-ROMs,  DVDs  (video and audio  discs  similar to compact
discs),  masters (molds from which CD-ROMs and DVDs are  replicated),  disks and
tapes and the  printing of medical,  legal and  technical  journals  for various
trade  associations.  IPC is based in St. Joseph,  Michigan,  and has additional
operations in Foothill Ranch, California;  Austin, Texas, Lebanon, Tennessee and
Roncq,  France.  The Registrant does not anticipate supply  restrictions in 2000
for the raw materials IPC utilizes.

NorthStar Print Group,  Inc., a wholly-owned  subsidiary of the  Registrant,  is
headquartered  in Brown Deer,  Wisconsin,  and has  manufacturing  operations in
Brown Deer, Green Bay and Watertown, Wisconsin, and Norway, Michigan. It employs
a wide array of printing  technologies in the various  markets it serves.  These
include  sheet-fed  offset,  which uses cut sheets of paper rather than rolls of
paper,   rotogravure  and   flexographic   processes  that  are  used  to  print
point-of-purchase  materials,  out-of-home  media (a form of  advertising  which
includes billboards), and labels for consumer goods and industrial manufacturers
(including in-mold labels).  NorthStar Print Group, Inc., is one of the nation's
largest producers of beer bottle labels.  The Registrant  believes its supply of
raw materials is adequate.

Add,  Inc. has four  printing  plants in  Wisconsin.  The plants  located in the
cities  of  Rhinelander,  Hartland,  and Oak  Creek  have  web  offset  printing
capabilities, while, the facility in Waupaca has two sheet-fed offset presses in
addition to its web offset press. Add, Inc. just recently  announced the closing
of the printing plant in Oak Creek. Add, Inc.'s other printing plants,  all with
web offset presses,  are located in Orange Park, Florida,  Bennington,  Vermont,
Lancaster,  Ohio and New Orleans,  Louisiana Trumbull  Printing,  Inc., a former
wholly-owned  subsidiary  of the  Registrant  merged  into  Add,  Inc.,  another
wholly-owned  subsidiary  of  the  Registrant,  on  January  1,  2000.  Trumbull
Printing,  Inc.,  located in Trumbull,  Connecticut,  is a web offset printer of
newspapers,  newspaper inserts and other publications.  Web presses use rolls of
paper  rather than cut sheets of paper and offset  printing  is a  technique  in
which ink is applied to paper  through the use of print plates and then rollers.
The Registrant  believes its principal raw  materials,  paper and ink will be in
sufficient supply in 2000.

Broadcasting
------------

Journal Broadcast  Corporation and its subsidiaries  operate four (4) television
stations  and  thirty-six  (36) radio  stations in twelve (12) states plus sells
airtime pursuant to a joint sales agreement (the FCC license is owned by another
party) in Wichita,  Kansas.  Journal Broadcast Corporation holds the licenses of
all of the Registrant's  broadcast  stations,  which were granted by the Federal
Communications Commission.

The broadcast stations of Journal Broadcast Corporation are:

Station           Location              Network Affiliation
-----------------------------------------------------------
KTNV-TV           Las Vegas, NV         ABC Television
WTMJ-TV           Milwaukee, WI         NBC Television
WSYM-TV           Lansing, MI           FOX Television


                                       5
<PAGE>

Broadcasting (continued)
------------------------
Station           Location              Network Affiliation
-----------------------------------------------------------
KMIR-TV           Palm Springs, CA      NBC Television

WTMJ-AM           Milwaukee, WI         ABC Radio Network
WKTI-FM           Milwaukee, WI         ABC Radio Network

KEZO-FM           Omaha, NE             None
KKCD-FM           Omaha, NE             None
KOSR-AM           Omaha, NE             One-on-One Sports Network and USA
KSRZ-FM           Omaha, NE             None
KQCH-FM           Omaha, NE             None
KBBX-AM           Omaha, NE             Jones
KOMJ-AM           Omaha, NE             Westwood One and ABC
WOW-FM            Omaha, NE             ABC

KMXZ-FM           Tucson, AZ            None
KZPT-FM           Tucson, AZ            None
KFFN-AM           Tucson, AZ            ABC Direction Network, One-on-One Sports
                                        Network, Premiere Radio Network
KGMG-FM           Tucson, AZ            ABC Direction Network

WMYU-FM           Knoxville, TN         None
WWST-FM           Knoxville, TN         None
WQIX-FM           Knoxville, TN         None
WQBB-AM           Knoxville, TN         Westwood One

KGEM-AM           Boise, ID             ABC and Westwood One
KJOT-FM           Boise, ID             ABC
KQXR-FM           Boise, ID             None
KCID-AM           Boise, ID             None
KCID-FM           Boise, ID             None
KSRV-AM           Ontario, OR           ABC and AP
KSRV-FM           Ontario, OR           ABC and AP

KFDI-AM           Wichita, KS           ABC
KFDI-FM           Wichita, KS           ABC
KICT-FM           Wichita, KS           ABC
KLLS-FM           Wichita, KS           ABC
KYQQ-FM           Wichita, KS           ABC

KVOO-AM           Tulsa, OK             ABC
KVOO-FM           Tulsa, OK             ABC
KCKI-FM           Tulsa, OK             Learfield Communications

                                       6
<PAGE>

Broadcasting (continued)
-----------------------
Station           Location              Network Affiliation
-----------------------------------------------------------
KTTS-AM           Springfield, MO       ABC Radio Network, Missouri Net
                                         and Learfield Communications
KTTS-FM           Springfield, MO       ABC Radio Network
KMXH-FM           Springfield, MO       None

Milwaukee, Wisconsin
--------------------
Journal  Broadcast  Corporation's  flagship  stations,   WTMJ-TV,  WTMJ-AM,  and
WKTI-FM,  are  located in  Milwaukee,  Wisconsin.  Competition  for  advertising
revenue in the Milwaukee  ten-county area of dominant influence ("ADI") includes
six (6)  other  network-affiliated  commercial  televisions  stations,  four (4)
independent  television  stations  (two (2) of which  are  low-power  television
stations),  two (2) public  television  stations,  twenty-seven (27) other radio
stations,  two  (2)  cable  television  companies,  ten  (10)  daily  newspapers
(including one owned by Registrant),  and numerous weekly newspapers.  There are
four (4) other  broadcasting  companies  owning  multiple  radio stations in the
Milwaukee market that compete for audience as well as advertising revenue. Clear
Channel will soon own six (6) radio stations,  Saga Communications owns five (5)
radio stations,  Entercom owns three (3) radio stations, and the Milwaukee Radio
Alliance owns three (3) radio stations. The Registrant's two (2) Milwaukee radio
operations,  WTMJ-AM and WKTI-FM rank amongst the top five radio stations in the
primary selling demographic of Adults age 25-54. WTMJ-TV is the market leader in
local news ratings and in 1999 captured almost twenty-eight percent (28%) of the
television  advertising  revenue in the market.  News  reporting  and  editorial
operations at WTMJ-TV,  WTMJ-AM and WKTI-FM,  Milwaukee,  are independent of the
Registrant's Milwaukee newspaper operations.

Omaha, Nebraska
---------------
Journal Broadcast  Corporation acquired its first duopoly in Omaha,  Nebraska in
1995 and has since grown to eight (8) radio  stations in all. In 1999, the Omaha
operations   accounted  for  nineteen   percent   (19%)  of  Journal   Broadcast
Corporation's  radio  revenue,  second only to the Milwaukee  radio  operation's
thirty-seven  percent (37%).  Competition for advertising  revenue in the Omaha,
Nebraska  four-county  metro  area  includes  ten  (10)  other  reporting  radio
stations,  one cable television company,  five (5) network television  stations,
two  (2)  public  television  stations,  two (2)  daily  newspapers,  three  (3)
billboard  companies  and numerous  weekly  newspapers.  There are two (2) other
broadcasting  companies  owning multiple radio stations in the Omaha market that
compete for audience as well as advertising  revenue.  Waitt, who owned only one
station in 1999,  has just  completed  negotiations  to  operate  five (5) radio
stations  pursuant to a local  marketing  agreement for a period of seven years,
after which time they will  purchase the stations  from  Mitchell  Broadcasting.
Clear Channel will soon own four (4) radio  stations after the completion of the
purchase from AM/FM and Webster  Communications owns one (1) station.  There are
three (3) public radio stations and two (2) Christian  stand-alone  stations. In
1999, our Omaha radio operations ranked first in total market revenue.

In October 1999, Journal Broadcast  Corporation reached an agreement to purchase
KFXJ-FM, licensed to Boise, Idaho, from Doubledee Broadcast Group of California.
In November 1999, Journal Broadcast Corporation reached an agreement to purchase
KOEZ-FM,  licensed to Newton,  Kansas, from Kansas Radio Assets LLC. In December
1999,  Journal  Broadcast Group, a wholly-owned  subsidiary of Journal Broadcast
Corporation  reached an agreement to divest to Horizon  Broadcasting  Group LLC,
KSRV-AM and  KSRV-FM,  licensed  to  Ontario,  Oregon.  These  acquisitions  and
divestitures  will take  effect  upon  approval  by the  Federal  Communications
Commission.


                                       7
<PAGE>

Telecommunications
------------------

Norlight   Telecommunications,   Inc.,  a  wholly-owned   subsidiary,   provides
state-of-the-art   telecommunications  services.   Norlight's  carrier  services
(wholesale) provide network transmission  solutions to other  telecommunications
carriers by offering  bulk  transmission  capacity,  including  custom  designed
networks.   Norlight  is  expanding   its  fiber  optic   network,   which  will
significantly   increase  its  available  capacity  in  Michigan,   Indiana  and
Minnesota.  This network  expansion should be entirely  operational by September
2000, with the Michigan  component complete in May and the Indiana and Minnesota
components  complete  in  September.   Norlight's  business-to-business  service
provides advanced data communications products, specifically dedicated circuits,
frame relay (high-speed  switching technology that provides throughput and delay
performance),  Internet  access and switched voice  services  (pay-by-the-minute
long distance  including  domestic,  international and calling card services) to
medium and large businesses in the Upper Midwest. Norlight's satellite and video
services  provide  terrestrial and satellite  transmission of broadcast  quality
video signals.

Direct Marketing
----------------

PrimeNet Marketing Services, Inc., a wholly-owned subsidiary,  is located in St.
Paul, Minnesota and Clearwater, Florida. The St. Paul division is engaged in the
business of  providing  marketing  database  services,  consulting  and computer
mailing  services,  customized  laser printing,  lettershop work and fulfillment
services.  The Clearwater division is a direct mail operation offering customers
design   services,   printing,   direct  mail   production  and  processing  and
fulfillment.

Compliance with Environmental Laws
----------------------------------

The Registrant does not currently  anticipate the need for  significant  capital
expenditures  and  expects  no  material  adverse  effects  to its  earnings  or
competitive  position to maintain compliance with environmental laws in 2000 and
2001.

Impact of Year 2000 Issue
-------------------------

The Registrant's  statement on the Year 2000 Issue is presented in "Management's
Discussion  and  Analysis" as reported in Item 7.  Management's  Discussion  and
Analysis of Financial Condition and Results of Operations.

Methods of Distribution
-----------------------

The Registrant's  newspapers are distributed through networks of carriers,  most
of whom are independent contractors. Advertising for Registrant's newspapers and
broadcast   stations  is  generally  sold  by  employees,   with  some  national
advertising obtained by agents. Sales for the Registrant's  commercial printing,
telecommunications  and direct  marketing  operations are generally  obtained by
employees and a limited number of agents.


                                       8
<PAGE>

Employees
---------

The Registrant and its subsidiaries,  as of December 31, 1999, had approximately
5,000 full-time and 2,300 part-time  employees  compared to approximately  4,900
full-time and 2,100 part-time employees at December 31, 1998.
The increases are mainly due to acquisitions.

Financial Information About Industry Segments
---------------------------------------------

Financial  information about Registrant's industry segments is presented in Note
8 to the Registrant's  Consolidated  Financial  Statements appearing on pages 15
and  16  of  Registrant's  Annual  Report  (included  in  Exhibit  13),  and  is
incorporated herein by reference.

                               ITEM 2. PROPERTIES
                               ------------------

The Registrant, whose headquarters are located in Milwaukee, Wisconsin, believes
all of its properties are well maintained,  are in good condition,  and suitable
for its present operations.  Principal properties operated by the Registrant and
its subsidiaries as of December 31, 1999, are summarized as follows:

Subsidiary                       Location            How Held     Square Footage
--------------------------------------------------------------------------------
Publishing
----------

Journal Sentinel Inc.
Office/Plant                     Milwaukee, WI       Owned               484,500
Garage                           Milwaukee, WI       Owned                67,500
Distribution Centers             Milwaukee, WI       Owned/Leased        239,597
Inserting Plant                  Milwaukee, WI       Leased               85,200

Add, Inc.
Offices/Plants                   WI, OH, MA, FL      Owned/Leased        183,331
                                 VT, NY, LA

Hometown Publications, Inc.
Office                           Shelton, CT         Leased                8,500

Auto Mart Publishing, Inc.
Offices                          Dayton, Cincinnati  Leased                3,620
                                 and Columbus, OH

Community Newspapers, Inc.

Offices/Plant                    New Berlin,         Owned/Leased         16,450
                                 Milwaukee and
                                 Waukesha, WI

                                       9
<PAGE>

Subsidiary                       Location            How Held     Square Footage
--------------------------------------------------------------------------------
Broadcasting
------------

Journal Broadcast Corporation
KTNV-TV Studios                  Las Vegas, NV       Owned                20,300

Journal Broadcast Group, Inc.
Office and Studios               Milwaukee, WI       Owned               101,500
WSYM-TV Studios                  Lansing, MI         Leased               13,173
Office and Studios               Omaha, NE           Leased               22,900
Office and Studios               Tucson, AZ          Owned/Leased          8,883
Office and Studios               Boise, ID           Owned                 5,700
                                 and Ontario, OR
Office and Studios               Palm Springs, CA    Owned                19,090

Journal Broadcast Group of Tennessee, Inc.
Offices & Studios                Knoxville, TN       Owned/Leased         8,400

Journal Broadcast Group of Kansas, Inc.
Offices & Studios                Wichita, KS         Owned/Leased         32,096
                                 and Springfield, MO

Journal Broadcast Group of Oklahoma, Inc.
Offices & Studios                Tulsa, OK           Leased               11,627

Commercial Printing
-------------------

NorthStar Print Group, Inc.
Office/Plant                     Brown Deer, WI      Owned               128,360
Office/Plant                     Norway, MI          Owned               108,000
Office/Plant                     Watertown, WI       Owned                61,230

Label Products & Design Inc.
Office/Plant                     Green Bay, WI       Owned                39,620

Add, Inc.
Offices/Plants                   WI, OH, FL          Owned/Leased        111,700
                                 VT, LA

Trumbull Printing, Inc.
Office/Plant                     Trumbull, CT        Owned                86,000


                                       10
<PAGE>

Subsidiary                       Location            How Held     Square Footage
--------------------------------------------------------------------------------
IPC Communication Services, Inc.
Office/Plant/Warehouse           St. Joseph, MI      Leased              328,500
Office/Plant                     Foothill Ranch, CA  Leased              200,992
Office/Warehouse                 Austin, TX          Leased               10,579
Office/Warehouse                 Lebanon, TN         Leased               11,200

IPC Communication Services, S.A.
Offices/Plant                    Roncq and           Leased               71,591
                                 Grenoble, France

Telecommunications
------------------

Norlight Telecommunications, Inc.
Offices/Satellite Antennae       Skokie, Buffalo     Leased               11,460
                                 Grove, and Oak
                                 Brook, IL
Offices                          St. Paul and        Owned/Leased          5,100
                                 Arden Hills, MN
Offices                          Brookfield, Green   Owned/Leased         47,880
                                 Bay, Madison, Afton,
                                 and Rubicon, WI

Direct Marketing
----------------

PrimeNet Marketing Services, Inc.
Office/Plant                     St. Paul, MN        Leased               87,218
Office/Plant                     Clearwater, FL      Leased               32,000


                            ITEM 3. LEGAL PROCEEDINGS
                            -------------------------

The  Registrant  is involved in various  claims and lawsuits  incidental  to its
business,  which, in the opinion of management,  will not have a material effect
in the aggregate on its financial position or operations.

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

                                      None.

                    ITEM 4A. EXECUTIVE OFFICERS OF REGISTRANT
                    -----------------------------------------

Information  with respect of the  executive  officers of the  Registrant,  as of
March 13, 2000, is set forth below. The descriptions of the business  experience
of these  individuals  include the principal  positions held by them since March
1995.  Each officer  listed below will hold office until the next annual meeting
of the board of directors,  which will be held immediately  following the annual
meeting of shareholders on June 6, 2000.


                                       11
<PAGE>

Steven J. Smith (49) (1)
Chairman  of the  Board of  Directors  of  Journal  Communications,  Inc.  since
December 1998 and Chief Executive Officer since March 1998; President of Journal
Communications,  Inc. from  September  1992 December  1998;  Director of Journal
Communications, Inc. since 1987.

Douglas G. Kiel (51) (1)

President of Journal  Communications,  Inc. since December 1998;  Executive Vice
President of Journal  Communications,  Inc. between June 1997 and December 1998;
President of Journal  Broadcast  Group,  Inc.* from June 1992 to December  1998;
Director of Journal Communications, Inc. since 1991.

Paul M. Bonaiuto (49) (1)
Executive  Vice  President of Journal  Communications,  Inc. since June 1997 and
Chief Financial  Officer since January 1996; Senior Vice President between March
1996 and June 1997; Vice President of Journal Communications, Inc. and President
of NorthStar  Print  Group,  Inc.* from June 1994 to January  1996;  Director of
Journal Communications, Inc. since June 1993.

Keith K. Spore (57) (1)
Director and Senior Vice President of Journal Communications, Inc. and President
of Journal  Sentinel  Inc.* since  September  1995;  Publisher of the  Milwaukee
Journal  Sentinel since June 1996 and President of Journal  Sentinel Inc.* since
July 1995.  Previously,  he was Editorial  Page Editor of the Milwaukee  Journal
Sentinel.

Robert M. Dye (52) (1)
Director and Vice President of Journal Communications, Inc. since March 6, 1990.

Stephen O. Huhta (44) (1)
Director and Vice  President of Journal  Communications,  Inc.  since June 1993;
President of Add,  Inc.* since August 1996;  Senior Vice President of Operations
of Add, Inc.* from June 1992 to August 1996.

Ronald G. Kurtis (52) (1)
Director and Vice  President of Journal  Communications,  Inc.  since June 1993;
Senior Vice President and Chief Financial  Officer of Journal  Broadcast  Group,
Inc.* since June 1994.

James J. Ditter (38) (1)
Director and Vice  President of Journal  Communications,  Inc.  since  September
1995; President of Norlight Telecommunications, Inc.* since September 1995; Vice
President-General Manager of Norlight Telecommunications,  Inc.* from April 1995
to September  1995;  Vice  President of Finance of Norlight  Telecommunications,
Inc.* from June 1994 to April 1995.

William T. Lutzen (38)
Vice President of Journal Communications,  Inc. since June 1994; Vice President,
Financial  Management  since January  1999;  Previously,  he had been  Corporate
Controller.


                                       12
<PAGE>

Daniel L. Harmsen (44)
Vice President of Human Resources for Journal  Communications,  Inc. since March
1996; Director of Human Resource Services for Journal Communications,  Inc. from
1994 to March 1996.

Mark J. Keefe (40) (1)
Director and Vice  President of Journal  Communications,  Inc. since March 1996;
President  of PrimeNet  Marketing  Services,  Inc.*  since  October  1995;  Vice
President for Donnelly Marketing,  Inc., St. Louis Park, Minnesota, from January
1994 to September 1995.

Richard J. Gasper (56) (1)
Director and Vice  President of Journal  Communications,  Inc.  since June 1996;
President of NorthStar Print Group, Inc.* since January 1996; Vice President and
General  Manager of Label Products and Design,  a subsidiary of NorthStar  Print
Group, Inc.*, from April 1993 to January 1996.

Todd K. Adams (41) (1)
Director and Vice  President of Journal  Communications,  Inc.  since June 1996;
Senior Vice  President and Chief  Financial  Officer of Journal  Sentinel  Inc.*
since June 1993.

Karen O. Trickle (43) (1)
Vice President of Journal  Communications,  Inc. since March 1999;  Treasurer of
Journal  Communications,  Inc.  since December 1996 after joining the Company in
September  1996;   Assistant   Treasurer   (International)   for   Harnischfeger
Industries, Inc., Brookfield,  Wisconsin, from September 1994 to September 1996;
Director of Journal Communications, Inc. since June 1999.

Paul E. Kritzer (57) (1)
Director and Vice  President of Journal  Communications,  Inc.  since June 1990;
Secretary of the Company since September 1992.

James P. Prather (42) (1)
Vice  President of Journal  Communications,  Inc.  since March 1999;  President,
Television of Journal Broadcast Group, Inc.* since December 1998; Executive Vice
President - Television,  Journal  Broadcast Group,  Inc. * from December 1997 to
December 1998; General Manager of WTMJ-TV from 1995 to the present;  Director of
Journal Communications, Inc. since June 1999.

Carl D. Gardner (43) (1)
Vice  President of Journal  Communications,  Inc.  since March 1999;  President,
Radio of Journal  Broadcast  Group,  Inc.* since December  1998;  Executive Vice
President  - Radio,  Journal  Broadcast  Group,  Inc.  * from  December  1997 to
December 1998;  Vice President of Radio  Operations/WTMJ-AM,  Journal  Broadcast
Group,  Inc.* from June 1996 to December  1997;  Director  of Journal  Broadcast
Group,   Inc.*  from   September   1991  to  June  1996;   Director  of  Journal
Communications, Inc. since June 1999.


                                       13
<PAGE>

Kenneth J. Kozminski (34) (1)
Director and Vice President of Journal Communications, Inc. since December 1999;
President of IPC Communication  Services,  Inc.* since July 1999; Vice President
and General Manager of Eastern  Region-IPC  Communication  Services,  Inc.* from
July 1998 to July  1999;  Vice  President  of  Operations  of IPC  Communication
Services, Inc.* from May 1998 to July 1998; General Manager of IPC Communication
Services Europe, a subsidiary of IPC Communication Services, Inc.* from February
1997 to May 1998;  Director of Print Operations of IPC  Communication  Services,
Inc.* from February 1995 to February 1997.

-----------------------------------------
*  A subsidiary of Journal Communications, Inc.
(1) See Item 12. Security Ownership of Certain Beneficial Owners and Management.

                                     PART II
                  ITEM 5. MARKET FOR REGISTRANT'S COMMON STOCK
                  --------------------------------------------
                         AND RELATED STOCKHOLDER MATTERS
                         -------------------------------

There is no established public trading market for the Registrant's common stock.
Units  representing  beneficial  interests  in  the  Registrant's  common  stock
("Units") can be purchased only by full-time  employees with ninety (90) days of
service and part-time  employees  with two  consecutive  years of service of one
thousand  (l,000) hours each year. As of March 13, 2000, the Journal  Employees'
Stock Trust,  dated May 15,  1937,  as amended  (the  "Trust"),  owned of record
25,920,000  shares,  or 90%, of the issued and  outstanding  common stock of the
Registrant.  Matex, Inc. owns 2,640,000 shares, or 9.2% of the outstanding stock
and the  remaining  240,000  shares,  or 0.8% are owned by the heirs of Harry J.
Grant,  the second  publisher  of The  Milwaukee  Journal and the founder of the
Trust.

The Trust issues Units, each representing a beneficial  interest in one share of
the  Registrant's  stock, to eligible  employees  ("Unitholders").  On March 13,
2000,  3,832   Unitholders  owned  22,399,906  Units   (representing   83.4%  of
Registrant's  outstanding common stock) and thus were the beneficial owners of a
like number of shares of the  Registrant's  stock held by the Trust. The balance
of 3,520,094 Units issued by the Trust were, on the above date, held by personal
trusts and by the Registrant, treated as treasury stock and not voted.

Prior to all meetings of  shareholders  of the  Registrant,  the trustees of the
Trust ("Trustees") are required to deliver to each active  employee-Unitholder a
proxy, with the right of substitution, for the number of the Registrant's shares
represented by his or her Units.

Unitholders  may sell their  Units  only  through  procedures,  and at a formula
price, dictated pursuant to the Stock Trust Agreement, under which the Trust was
formed,  and the policy  determinations  of the Trustees.  Whenever a Unitholder
ceases to be an employee, for any reason except retirement, corporate downsizing
or  divestiture,  he or she must offer his or her Units for resale  through  the
corporate  treasury  to active  employees  designated  by the  President  of the
Registrant  or the  Registrant.  Employees  who retire  may retain a  decreasing
percentage  of their Units for up to ten (10) years after the first  anniversary
of their  retirement.  Employees who are separated  from the  Registrant  due to
divestiture or downsizing may retain a decreasing  percentage of their Units for
up to five (5) years after the first anniversary of their separation.  All Units
held by retirees are voted by the Trustees.  Unitholders  may transfer  Units to
personal trusts and


                                       14
<PAGE>

to charitable,  educational or religious  trusts.  All Units held by such trusts
are likewise  voted by the Trustees.  As of March 13, 2000,  retirees,  personal
trusts and other trusts held 7,351,375 Units, representing a beneficial interest
in 27.4% of the Registrant's outstanding common stock.

All of the Trustees  are  directors  of the  Registrant.  They have no financial
interest in the  Registrant's  stock  owned by the Trust other than  through the
Units they own individually.

The Registrant  anticipates it will continue to pay comparable cash dividends in
the future.

The Registrant's unit price and dividend history (adjusted for stock splits) for
the past decade are presented in the following table:

                          Employee Stock Ownership Plan
                          -----------------------------

                    Unit       Unit       Unit Price                  Total
                    Price      Price      Increase         Cash       Annual
Year                Begin      End        (Decrease)     Dividend     Return
----                -----      ---        ----------     --------     ------
1999 - 4th Qtr     $28.84     $29.94         $1.10        $0.30       22.0%
1999 - 3rd Qtr      27.47      28.84          1.37         0.28
1999 - 2nd Qtr      26.31      27.47          1.16         0.28
1999 - 1st Qtr      25.48      26.31          0.83         0.28
1998 - 4th Qtr      24.46      25.48          1.02         0.275      22.5
1998 - 3rd Qtr      23.24      24.46          1.22         0.275
1998 - 2nd Qtr      22.29      23.24          0.95         0.275
1998 - 1st Qtr      21.69      22.29          0.60         0.275
1997                18.58      21.69          3.11         1.10       22.7
1996                18.12      18.58          0.46         1.10        8.6
1995                17.70      18.12          0.42         1.05        8.3
1994                17.32      17.70          0.38         0.95        7.7
1993                16.80      17.32          0.52         0.90        8.5
1992                16.30      16.80          0.50         0.90        8.6
1991                15.74      16.30          0.56         0.90        9.3
1990                14.83      15.74          0.91         0.85       11.9

In October 1996, the Trustees,  stockholders  and  Unitholders of the Registrant
adopted an amendment to the Journal  Employees'  Stock Trust Agreement to change
the Option Price Formula used to calculate the price of Units. The multiplier is
applied to the Registrant's original Option Price Formula. The multiplier, which
progressively  increases  in each of the 13 periods of the  Registrant's  fiscal
year,  finished 1999 at 1.3, will finish  calendar year 2000 at 1.4 and calendar
year 2001 at 1.5. The five-year  phase-in of the multiplier will be completed by
the end of 2001,  when a multiplier of 1.5 will become a permanent  component of
the Option Price  Formula.  The Trustees  believed that the Option Price Formula
amendment  would  cause the Unit price to be  approximately  75% of the price at
which the Units would trade if they were  publicly-traded  securities at the end
of the  five-year  phase-in  period,  based upon market  conditions  existing in
October 1996. In addition to the Journal  Employees' Stock Trust,  there are two
(2) other record holders of stock of the Registrant. The Registrant is not aware
of any recent sales of stock.


                                       15
<PAGE>

                         ITEM 6. SELECTED FINANCIAL DATA
                         -------------------------------

Selected  financial  data of the  Registrant  is presented  in the  Registrant's
Annual  Report on pages 6 and 7 (included in Exhibit  13),  and is  incorporated
herein by reference.

ITEM 7. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
--------------------------------------------------------------------------------
OF OPERATIONS
-------------


COMPARE 1999 WITH 1998

Consolidated
------------
Revenue was $755.9  million in 1999 compared with $732.4 million in 1998, a 3.2%
increase.  Earnings  before income taxes  increased 12% to $115 million in 1999.
1998 earnings before income taxes were $102.7 million.

During 1999, the  telecommunications  segment continued to grow at a rapid pace.
Revenue  for the segment  grew 23.9%  while  pretax  earnings  increased  34.8%.
Continued focus on outstanding  customer service and significant  investments in
Norlight's fiber optic network, including expansion into southern Michigan, have
resulted in increased revenue and pretax earnings in 1999.

The printing  segment  reported pretax earnings of $8.3 million in 1999 compared
to a loss of $8.2  million  in 1998.  In 1998,  the pretax  loss to close  IPC's
northern California plant was $7.3 million.

In the broadcast  segment,  revenue from the  acquisition  of 13 radio  stations
contributed to the 13.7% revenue increase.  Pretax earnings were down 18.2% with
the loss of the  television  political  advertising  revenue  from  1998 and the
pretax  loss due to  higher  than  expected  operating  costs at the 1999  radio
acquisitions.

Revenue in the  publications  segment  increased  modestly while pretax earnings
decreased  5.5%  despite  a  decrease  in the cost of  newsprint.  The  earnings
shortfall  was  primarily  in Florida and in  suburban  Milwaukee  weeklies  and
shoppers.

The direct  marketing  segment  experienced a decline in revenue of $1.1 million
and saw a pretax loss of $2.6 million.

Publications
------------
The  publications  segment  includes daily and weekly  newspapers,  shoppers and
specialty publications.

Revenue was $296.1 million in 1999, up 1.5% compared with 1998 revenue of $291.8
million. In 1999, earnings before taxes were $43.8 million, a 5.5% decrease from
1998 earnings of $46.4 million.


Journal Sentinel Inc. is the largest company in the publications segment.  Total
revenue and earnings  before taxes were  virtually  flat in 1999  compared  with
1998. Revenue increased only 0.2% to $236.2 million from


                                       16
<PAGE>

$235.7 million in 1998.  Earnings before taxes were $43 million in both 1999 and
1998.  While  newsprint costs decreased $7.5 million in 1999 compared with 1998,
other costs increased, including production of the Sunday television section and
payroll and benefits expenses. These increases offset the newsprint savings.

Advertising  revenue  increased  $1.4 million to $182.7 million in 1999 compared
with $181.3  million in 1998.  Increases  in retail ROP  (run-of-press),  retail
preprints  and  shared  and solo mail were  offset by  decreases  in  classified
advertising,  mostly in  employment  and real  estate.  Retail ROP grew to $54.3
million  compared with $51.9 million in 1998.  Revenue in retail  preprints grew
$0.9  million to $21.5  million in 1999.  Shared and solo mail revenue grew $3.5
million  to $9.6  million  in  1999.  Shared  mail is  direct  mail  advertising
delivered to non-Sunday  subscribers  living in the five-county  Milwaukee area.
When combined with  newspaper  ads, this strategy  provides  advertisers  with a
cost-effective  approach  to total  market  coverage.  Solo mail is direct  mail
advertising delivered according to the customer's distribution list.

Circulation  revenue was $48.8 million, a decrease of $1.8 million compared with
1998.

Add Inc. is the other  company in the  publications  segment.  Revenue was $59.9
million in 1999, a 7% increase  compared  with 1998 revenue of $56 million.  The
Wisconsin  operations  recorded revenue increases primarily from the start-up of
the Fox  Cities  Newspapers.  The Fox  Cities  Newspapers  is a cluster of seven
community  newspapers  and three  shoppers in the fast  growing Fox River Valley
area in Wisconsin. In addition, the 1999 acquisition of the Ponte Vedra Recorder
in Florida and a full year's impact of the 1998  acquisition of Steals 'n' Deals
in  Louisiana  contributed  to revenue  increases  in the Florida and  Louisiana
regions.  These revenue increases were partially offset by revenue declines from
the Ohio operations.

Add Inc.'s  publishing  group  reported  pretax  earnings  of  $800,000  in 1999
compared with pretax  earnings of $3.4 million in 1998. The pretax loss reported
from the start-up of the Fox Cities  Newspapers  was the largest  contributor to
the overall decrease in pretax earnings. In the fourth quarter of 1999, Add Inc.
closed the Jacksonville  Shopping Guide and sold the Gainesville  Buyers' Guide,
both in Florida.  The publications had pretax losses of $600,000 and $100,000 in
1999, respectively.

Broadcast
---------
The broadcast segment has grown substantially  through acquisitions in 1999. The
segment  includes four television  stations and 36 radio  stations.  In 1999, 13
radio stations were  purchased June 14 and one television  station was purchased
Aug. 1.  Revenue  grew $15.7  million to $130.9  million in 1999  compared  with
$115.1 million in 1998. However, earnings before taxes decreased $6.2 million to
$27.8 million in 1999 compared with $34 million in 1998.

Revenue from the television stations was $69.4 million, a 4% decrease from 1998.
If the two years are compared  without 1998  election year  advertising  of $5.1
million,  revenue from  broadcasting  the 1998 Olympics on our NBC affiliate and
1999 revenue from the newly acquired television station in Palm Springs, Calif.,
1999  revenue was flat  compared  with 1998.  Pretax  earnings of $23.4  million
decreased  $5.4 million  compared with $28.8 million 1998. The decline in pretax
earnings was primarily due to the absence of political  advertising  and, in Las
Vegas, a decline in market growth and market share.

Revenue from the radio  stations was $61.5  million,  a 43.5% increase over 1998
revenue of $42.8 million.  In June 1999,  Journal  Broadcast Group completed the
acquisition of the stock of Great Empire  Broadcasting Inc., a group of 13 radio
stations in the Wichita, Kan., Springfield,  Mo., Tulsa, Okla., and Omaha, Neb.,
markets.


                                       17
<PAGE>

Excluding revenue from the 13 radio stations acquired in 1999, revenue increased
$3.2  million.  Increased  market  share  in  Milwaukee,  Tucson  and  Knoxville
contributed to the revenue growth.  Pretax earnings  decreased  $800,000 to $4.4
million in 1999 compared  with $5.2 million in 1998.  Excluding the results from
the stations acquired in 1999, pretax earnings increased $700,000 from 1998. The
stations in Milwaukee,  Omaha,  Tucson and  Knoxville all reported  increases in
pretax  earnings.  The stations  acquired in 1999  reported a pretax loss due to
higher  than  expected   operating  costs  and  the  combined   amortization  of
acquisition costs and intangible assets.

Printing
--------
IPC Communication  Services,  NorthStar Print Group Inc. and the print plants of
Add Inc.  make up the printing  segment.  Revenue was $219.9  million in 1999, a
5.9% decrease  compared with $233.7 million in 1998.  Earnings before taxes were
$8.3 million in 1999 compared with a pretax loss of $8.2 million in 1998.

IPC  Communication  Services'  revenue decreased 11.7% to $110.7 million in 1999
from $125.5 million in 1998. The revenue decrease is attributed to the full year
impact of the closure of the northern California plant during the second half of
1998 and the  decision to eliminate a number of low margin  customers.  In 1999,
IPC reported earnings before taxes of $4.3 million,  a $15.6 million  turnaround
from 1998's loss of $11.3 million. Included in the 1998 loss was $7.3 million in
plant closure costs.

1999  revenue for  NorthStar  Print  Group Inc.  was $57.3  million,  a $900,000
increase from 1998 revenue of $56.4  million.  Earnings  before taxes  decreased
$650,000 to $650,000 in 1999  compared to $1.3  million in 1998.  The  Milwaukee
operation  showed an  increase in pretax  earnings of $600,000 in 1999  compared
with  1998.  In 1999,  Norway /  Watertown  reported  a  pretax  loss of  almost
$200,000,  while Green Bay reported pretax  earnings of $273,000,  compared with
pretax earnings of $700,000 at each location in 1998.

Revenue   increased  at  the   Milwaukee   plant  due  to  increased   sales  of
point-of-purchase materials. At the Norway / Watertown operations,  concentrated
sales  efforts on new product  offerings  (StarGuard,  AquaStar  and  StarSaver)
resulted in additional revenue.

Add  Inc.'s  print  plants had  revenue of $51.8  million in both 1999 and 1998.
Revenue increases at Hartland, Wis., and Dixie Web in Louisiana were offset by a
decrease in revenue at Trumbull  Printing in Connecticut.  Although Trumbull was
not able to fully  overcome  the loss of a large  customer,  the  operation  was
successful in implementing the necessary cost containment  programs to report an
increase  in pretax  earnings  of  $400,000.  In total,  earnings  before  taxes
increased to $3.3 million compared with $1.8 million in 1998.

Telecommunications
------------------
The  telecommunications  segment  continues  its  strong  revenue  and  earnings
performance  trend that began with the initial SONET ring  construction in 1996.
In 1999,  Norlight's  revenue grew 23.9% to $101.4  million  from $81.9  million
1998.  Pretax earnings were $32.5 million in 1999 compared with $24.1 million in
1998.  Both  revenue  and pretax  earnings  growth were  results of  outstanding
customer  service,  development  of  carrier  and  commercial  sales and a heavy
emphasis on quality people and systems support.

Direct Marketing
----------------
Revenue for  PrimeNet  Marketing  Services  was $11.8  million in 1999,  an 8.2%
decrease from $12.9 million in 1998. The pretax loss in 1999 was $2.6 million, a
$2.2 million deterioration from the $400,000 loss reported in 1998.


                                       18
<PAGE>

COMPARE 1998 WITH 1997

Consolidated
------------
Revenue was $732.4 million in 1998 compared with $674.5 million in 1997, an 8.6%
increase.  Earnings  before income taxes increased 7% to $102.7 million in 1998.
1997 earnings before income taxes were $95.9 million.

During 1998, the  telecommunications  segment continued to grow at a rapid pace.
Revenue for the segment grew 34.8% while pretax  earnings  increased  95.6%.  In
1997 and 1996,  significant  investments in Norlight's  fiber optic network were
made and resulted in increased revenue and pretax earnings in 1997 and 1998.

In the broadcast segment, revenue from political advertising and the acquisition
of 12 radio stations contributed to the 13% revenue increase.

The printing segment reported a pretax loss due to the closing of IPC's northern
California plant. The pretax cost to close the plant was $7.3 million.

Revenue in the  publications  segment  increased  modestly while pretax earnings
grew despite an increase in the cost of newsprint.

The direct marketing segment  experienced  revenue growth and reduced its pretax
loss by approximately $1 million.

Publications
------------
Revenue was $291.8  million in 1998,  up 2% compared with 1997 revenue of $286.1
million.  In 1998,  earnings  before taxes were $46.4 million,  a 10.3% increase
over 1997 earnings of $42.1 million.

Total revenue in 1998 at Journal Sentinel Inc.  increased 4.7% to $235.7 million
from $225.1 million in 1997.

Advertising  revenue was $181.3  million in 1998 compared with $171.4 million in
1997.  This is an  increase  of 5.8% over  1997.  The major  contributor  to the
increase was classified employment advertising. Classified revenue compared with
1997 increased $5.5 million or 6.4%. Retail preprints  increased $2.4 million or
13% compared with 1997.  General ROP revenue grew $400,000 in 1998 compared with
1997.  Revenue from Journal Sentinel's shared and solo mail program reached $6.1
million in 1998 compared with only $1 million in 1997.  This program was started
in 1997.  Revenue from retail ROP  decreased  $4.5  million or 8% compared  with
1997.


Circulation  revenue  totaled  $50.6  million,  a decrease  of  $500,000 or 0.9%
compared with 1997.  Revenue  decreased  principally  due to a decline in Sunday
single copy sales and the discontinuation of the Badger Plus publication.

In 1998,  earnings before taxes increased 15.7% over 1997 despite a $2.1 million
increase in the cost of  newsprint.  This was  principally  accomplished  by the
growth in revenue previously discussed.


                                       19
<PAGE>

Add Inc.'s 1998 revenue was $56 million,  an 8.2%  decrease  compared  with 1997
revenue of $61  million.  The  additional  revenue from a full year of Community
Newspapers  Inc.  (acquired  in  October  1997) of $11.1  million  was offset by
revenue declines from the Wisconsin, Ohio and Louisiana operations. The declines
are  attributed  to sluggish  display  advertising,  soft  regional  markets and
lower-than-expected  insert sales.  The  publications in Pennsylvania  were sold
during 1998, which also resulted in a $1 million  unfavorable revenue comparison
with 1997.

Add Inc. pretax earnings in 1998 were $3.4 million compared with $4.8 million in
1997.  While CNI  reported  pretax  earnings of $1.2  million,  pretax  earnings
declined in the Wisconsin, Florida, Ohio and Louisiana groups.

Broadcast
---------
In 1998, the broadcast  segment included three television  stations and 23 radio
stations.  1998 revenue was $115.1 million,  a 13% increase over 1997 revenue of
$101.9 million. Earnings before taxes were $34 million and $38.2 million in 1998
and 1997, respectively. In 1997, the company reported a pretax gain on the trade
of its radio  station in Kansas City  (KQRC-FM)  for two  stations in  Knoxville
(WWST-FM  and  WMYU-FM)  of $7.8  million.  Excluding  the one time  gain on the
exchange of KQRC, pretax earnings increased 11.8 % over 1997.

Revenue from the  television  stations was $72.3  million,  a 9.4% increase over
1997 revenue of $66.1 million. Increased market share in Milwaukee, double-digit
market growth in Las Vegas and 1998 election  year  advertising  of $5.1 million
contributed  to the revenue  growth.  Pretax  earnings of $28.8  million in 1998
represented a 19.1% increase over 1997 pretax earnings of $24.2 million.

Revenue from the radio  stations was $42.8  million,  a 19.6% increase over 1997
revenue of $35.8  million.  Revenue  growth in 1998 is  attributed  to increased
market share in Milwaukee and 1998 acquisitions in Omaha, Tucson,  Knoxville and
Boise.  Without the 1998  acquisitions,  revenue  would have  increased  by $4.1
million,  or 11.5%, over 1997. Pretax earnings were $5.2 million and $14 million
in 1998 and 1997,  respectively.  Without  the  pretax  gain on the trade of the
radio station in Kansas City,  1998 pretax  earnings  declined 15% compared with
1997 pretax earnings.  The decline in pretax earnings at the radio group was due
to a combination of  amortization  costs related to new  acquisitions  and lower
than anticipated results at KIXD-FM in Tucson, the Boise group and the Knoxville
group.

Printing
--------
Revenue  was $233.7  million in 1998,  an 8.4%  increase  compared  with  $215.6
million  in  1997.  The  pretax  loss of $8.2  million  in  1998  represented  a
significant decline from the pretax loss of $1 million in 1997.

IPC  Communication  Services'  revenue decreased 1.3% to $125.5 million in 1998.
The revenue  decrease is  attributed  to the closure of the northern  California
plant during the second half of 1998. In 1997,  revenue was $127.1  million.  In
1998, IPC had a pretax loss of $11.3 million, which includes plant closure costs
of $7.3 million. IPC reported a pretax loss of $7.4 million in 1997.

1998 revenue for NorthStar  Print Group Inc. was $56.4  million,  a $1.2 million
decrease  from the prior year's  revenue of $57.6  million.  NorthStar  reported
pretax  earnings of $1.3  million in 1998  compared  with $2.4  million in 1997.
Revenue increased at the Norway / Watertown  operation by $800,000 while revenue
decreased $2 million at the  Milwaukee and Green Bay  operations.  In Milwaukee,
decreased  revenue and


                                       20
<PAGE>

earnings before taxes in 1998 primarily reflect the loss of two major customers.
Green Bay reported a slight revenue and pretax earnings decline in 1998.

Add Inc.'s  printing  plants  had  revenue  of $51.8  million  in 1998,  a 67.6%
increase  over  1997  revenue  of $30.9  million.  The  increase  was due to the
acquisitions  of CNI in late 1998 and Dixie Web, a printing  plant in Louisiana,
in mid-1997 and a growing customer base in Hartland,  Wisconsin. In 1998, pretax
earnings  decreased to $1.8  million from $4.1 million in 1997.  The decrease in
pretax earnings reflects the loss of major printing customers at the Connecticut
printing plant.

Telecommunications
------------------
In 1998, revenue at Norlight  Telecommunications Inc. was $81.9 million, a 34.8%
increase  over the prior year's  revenue of $60.8  million.  Pretax  earnings of
$24.1  million in 1998 grew 95.6% over 1997 pretax  earnings  of $12.3  million.
Both revenue and pretax  earnings  growth were results of burgeoning  demand for
telecommunication  services  and  the  company's  ability  to  effectively  sell
capacity  available  as  a  consequence  of  continued   investment  in  network
expansion.  In 1998,  Norlight  sold a segment of the business  targeting  small
business and residential long distance service  customers.  Norlight  recorded a
reserve for this loss of $1.7 million in 1997.  The actual loss  experienced  at
the time of sale was $1.6 million.

Direct Marketing
----------------
Revenue  for  PrimeNet  Marketing  Services  was $12.9  million in 1998,  a 6.6%
increase  from  $12.1  million  in 1997.  The  reported  pretax  loss in 1998 of
$365,000 is  approximately  $1 million less than the pretax loss of $1.3 million
reported in 1997.

PrimeNet's St. Paul operation had revenue of $5.6 million, which was an increase
of $750,000 over 1997. The operation's pretax loss was $735,000,  representing a
$564,000 improvement from 1997.

PrimeNet's  Clearwater  operation  had revenue of $7.3 million in 1998  compared
with  $7.2  million  in  1997.  Pretax  earnings  were  $370,000  in  1998,  and
essentially break-even in 1997.


OTHER INCOME AND EXPENSE

Dividend  and interest  income was $4.3  million in 1999,  a decrease  from $6.3
million in 1998. The decrease in 1999 was the result of a decrease in short-term
investments  due  to  the  significant  acquisitions  and  capital  expenditures
completed during the year.  Dividend and interest income of $6.2 million in 1997
was essentially  unchanged from the amount posted in 1998 because an increase in
short-term investments was offset by a decline in short-term interest rates.

INCOME TAXES

Income taxes were 39.6% of pretax  earnings in 1999,  40.9% in 1998 and 41.4% in
1997. Changes in the effective tax rate are a result of implementing  strategies
that reduced state income taxes,  the impact of foreign net operating losses and
permanent  tax  differences.   Permanent  tax  differences  exist  for  goodwill
amortization relating to acquisitions before 1993.


                                       21
<PAGE>

NET EARNINGS

Net earnings for 1999 were $69.4  million or $2.54 per share,  compared with net
earnings of $60.7 million or $2.16 per share in 1998. In 1997,  net earnings for
the year were $56.2 million or $2.05 per share.

LIQUIDITY AND CAPITAL RESOURCES

Cash  provided by  operations,  which is a  significant  source of the Company's
liquidity,  totaled $119.2  million,  $109.4 million and $109.2 million in 1999,
1998 and 1997, respectively.

Principal  uses of cash for  investing  purposes  during  this  period  were for
property and equipment  expenditures and acquisitions.  Capital expenditures for
property and equipment  totaled $69.3 million in 1999, $45.2 million in 1998 and
$39.4 million in 1997.  The Company also has continued to be active in acquiring
other businesses.  Cash used for acquisitions was $132.6 million,  $42.5 million
and $21.1  million in 1999,  1998 and 1997,  respectively.  Cash provided by the
liquidation of the corporate life insurance  investment  pool was $21 million in
1998.

Cash used in financing  activities  totaled $39 million,  $25.4 million and $4.5
million in 1999, 1998 and 1997, respectively. Net short-term borrowings provided
$12.1 million of cash in 1999.  Dividends paid during 1999 were $31.3 million or
$1.14 per share, compared with $31.1 million ($1.10 per share) in 1998 and $30.2
million  ($1.10 per share) in 1997.  In 1999,  net  purchases of treasury  stock
totaled $19.6 million. In 1998 and 1997, the net sales of treasury stock totaled
$5.3 million and $26.3 million, respectively.

Net working capital at the end of 1999 decreased to $1 million from $136 million
at the end of 1998.  During  1999,  cash and cash  equivalents  represented  the
primary source of funds to finance the Company's $132.6 million in acquisitions.
Total indebtedness was provided by a line of credit. The line of credit, current
portion of long-term obligations and long-term obligations combined increased by
$16.5 million in 1999. Commitments for television programs not yet available for
broadcast as of Dec. 31, 1999,  were $12.3  million.  In addition,  the board of
directors  approved  a plan  to  spend  up to  $106.6  million  to  build  a new
production facility for the Milwaukee Journal Sentinel.  The project is expected
to be completed in 2002.

On Jan. 21, 2000, the Company renewed its unsecured short-term line of credit in
an aggregate  amount not to exceed $45 million.  The Company  expects to use the
line of credit for initial payments for the new Journal Sentinel press equipment
and facility and other general corporate purposes.

IMPAIRMENT AND INTANGIBLE ASSETS

Goodwill,  broadcast  licenses and other intangible assets account for 40.6% and
20.5% of total assets in 1999 and 1998,  respectively.  These assets,  resulting
primarily  from  acquisitions,  are recorded at fair market value at the time of
acquisition  and amortized on a  straight-line  basis over the expected  benefit
period up to 40 years. The assets are reviewed for impairment whenever events or
changes  in  circumstances   indicate  that  the  carrying  amount  may  not  be
recoverable. No such impairment has been identified.


                                       22
<PAGE>

YEAR 2000 UPDATE

In prior years,  the Company  discussed  the nature and progress of its plans to
become Year 2000 ready. In late 1999, the Company  completed its remediation and
testing of systems.  As a result of those planning and  implementation  efforts,
the  Company   experienced  no  significant   disruptions  in  mission  critical
information technology and non-information technology systems and believes those
systems  successfully  responded  to the Year  2000  date  change.  The  Company
estimates that labor and other  operating  costs  associated  with the Year 2000
project to date were $2.8  million.  The  Company  is not aware of any  material
problems resulting from Year 2000 issues, either with our products, our internal
systems or the products and services of third parties. The Company will continue
to monitor its mission critical computer applications and those of its suppliers
and vendors throughout 2000 to ensure that any latent Year 2000 matters that may
arise are addressed promptly.

EFFECT OF INFLATION

The  Company's  results of  operations  and  financial  condition  have not been
significantly affected by general inflation. The Company has reduced the effects
of rising costs through improvements in productivity,  cost containment programs
and,  where  the  competitive  environment  exists,  increased  selling  prices.
However,  changes in newsprint prices,  could have an impact on costs, which the
Company  may not be able to  offset  fully in its  pricing  or cost  containment
programs.


       ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
       -------------------------------------------------------------------

The  Company  is  exposed to changes  in  interest  rates and  foreign  currency
exchange  rates in the normal course of its business.  However,  a 10% change in
the  interest  rate is not expected to have a material  impact on the  Company's
results of operations.  In addition,  the Company has minimal operations outside
the United  States and has not  entered  into any  foreign  currency  derivative
instruments.


                    ITEM 8. CONSOLIDATED FINANCIAL STATEMENTS
                    -----------------------------------------
                             AND SUPPLEMENTARY DATA
                             ----------------------

The Registrant's Financial Statements with Report of Independent Public Auditors
are  presented  in  Exhibit  13,  as  provided  on  pages  8  through  16 of the
Registrant's Annual Report, and are incorporated herein by reference.

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

                                      None.


                                       23
<PAGE>

                                    PART III
                                    --------
           ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
           -----------------------------------------------------------

Information in response to this item is incorporated  herein by reference to the
Company's proxy statement, which shall be filed with the Securities and Exchange
Commission no later than May 1, 2000.  Information  about executive  officers of
the Company is included in Part I of this Form 10-K.

                         ITEM 11. EXECUTIVE COMPENSATION
                         -------------------------------

Information in response to this item is incorporated  herein by reference to the
Company's proxy statement, which shall be filed with the Securities and Exchange
Commission no later than May 1, 2000.

                ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
                -------------------------------------------------
                              OWNERS AND MANAGEMENT
                              ---------------------

The following are beneficial owners of the Registrant:



                              Shares Held                 Percent of Ownership
Name                          as of March 13, 2000(1)     *denotes less than 1%
----                          --------------------        ---------------------
Matex, Inc. (2)                    2,640,000                       9.2%
Heirs of Harry J. Grant (2)          240,000                         *

The  following  chart  states  the  equity  ownership  of each  Director  of the
Registrant:

                              Units Held                   Percent of Ownership
Name                          as of March 13, 2000(1)      *denotes less than 1%
----                          --------------------         --------------------
Todd K. Adams                     40,490                             *
Paul M. Bonaiuto                  53,120                             *
James J. Ditter                   30,698                             *
Robert M. Dye                    104,240                             *
James L. Forbes (a)                   --(3)
Carl D. Gardner                   45,500                             *
Richard J. Gasper                 37,564                             *
Dawn M. Howley (e)                 2,250                             *
Stephen O. Huhta                  83,210                             *
Robert A. Kahlor (b)             179,433                             *
Mark J. Keefe                     25,130                             *
Douglas G. Kiel                   83,998                             *
Kenneth J. Kozminski              14,390                             *
Paul E. Kritzer                   93,590                             *
Ronald G. Kurtis                 130,500                             *
David G. Meissner (c)                 --(2)                          -- (2)
John E. Mollwitz (e)              37,970                             *


                                       24
<PAGE>

Roger D. Peirce (d)                   --(3)
James P. Prather                  17,780                             *
David D. Reszel (e)               56,730                             *
Eric J. Seebacher (e)              6,300                             *
Anton J. Sinkovits (e)             4,460                             *
Steven J. Smith                  174,060                             *
Keith K. Spore                    63,500                             *
Karen O. Trickle                   9,194                             *
Donna M. Wells (e)                 9,930                             *
Lloyd W. Wright (e)                  525                             *
Robert T. Zynda (e)                4,332                             *


(a) James L. Forbes (67)
Director of Journal Communications,  Inc. since September 1996; Chairman and CEO
of Badger Meter, Inc., Milwaukee, Wisconsin, since 1987.

(b) Robert A. Kahlor (66)
Director of Journal Communications, Inc. since March 1973; Chairman of the Board
of Journal  Communications,  Inc. from September  1992 to December  1998;  Chief
Executive Officer of Journal  Communications,  Inc. from September 1992 to March
1998.

(c) David G. Meissner (62)
Director of Journal Communications,  Inc. since June 1988; President Matex Inc.;
Executive Director, Public Policy Forum, Milwaukee, Wisconsin.

(c) Roger D. Peirce (61)
Director of Journal Communications, Inc. since September 1996; Vice Chairman and
Chief  Executive  Officer  of  Super  Steel  Products  Corporation,   Milwaukee,
Wisconsin, from 1986 to 1994.

(e) Unitholder Council Representatives - non-management employees elected to the
Board of  Directors to  represent  all  unitholders  from all  subsidiaries  and
divisions of the Registrant.

     Dawn M. Howley (38)
     Director  of  Journal  Communications,   Inc.  since  June  1999;  Accounts
     Receivable,  Corporate Credit and Collections  Manager,  IPC  Communication
     Services, Inc.* since 1992.

     John E. Mollwitz (57)
     Director  of Journal  Communications,  Inc.  since June 1998;  Senior  Copy
     Editor of The Milwaukee  Journal  Sentinel,  Journal  Sentinel  Inc.* since
     November 1995;  Senior Online  Producer of On Wisconsin,  Journal  Sentinel
     Inc.* from June 1994 to November 1995.

     David D. Reszel (48)
     Director of Journal  Communications,  Inc. since June 1999;  Sales Manager,
     Metro Display Advertising for Journal Sentinel Inc.* since 1994


                                       25
<PAGE>

     Eric J. Seebacher (30)
     Director of Journal  Comm  unications,  Inc.  since June 1999;  Circulation
     District Sales Manager, Journal Sentinel Inc.* since January 1995.

     Anton J. Sinkovits (37)
     Director of Journal  Communications,  Inc. since June 1999;  Graphic Artist
     for PrimeNet  Marketing  Services,  Inc.*- Clearwater  division since 1997;
     Prepress  Stripper  for  PrimeNet  Marketing  Services,  Inc.*-  Clearwater
     division from 1994 to 1997.

     Donna M. Wells (43)
     Director of Journal  Communications,  Inc. since June 1999; Sales Promotion
     Director of WTMJ-TV,  a station operated by Journal Broadcast Group,  Inc.*
     since 1997;  Marketing  Services employee for Journal  Sentinel,  Inc.* for
     eighteen years.

     Lloyd W. Wright (39)
     Director of Journal Communications,  Inc. since June 1999; Building Service
     Technician, Journal Sentinel Inc.* for over five years.

     Robert T. Zynda (28)
     Director  of  Journal   Communications,   Inc.  since  June  1998;  Billing
     Supervisor for Ohio operations of Add, Inc.* since January 2000;  Financial
     Analyst for Add, Inc.* from 1998 to January 2000; Accounting Supervisor for
     Buyers' Guide Group, a division of Add, Inc., from 1996 to 1998.

(1)  A "Unit"  is  equivalent  to  beneficial  interest  in one (1) share of the
     common stock of the Registrant.
(2)  Mr. Meissner owns no Units but is an officer and director of Matex Inc. and
     whose wife is an heir of Harry J.  Grant,  the  founder  of the Trust.  Mr.
     Meissner's  wife is also an officer and director of Matex Inc. and together
     with  her  children  owns  or  has a  beneficial  interest  in  33%  of the
     outstanding  common  stock  of  Matex  Inc.  Mrs.  Meissner  also has a 33%
     beneficial  interest in 240,000  shares of common stock of the  Registrant.
     Other members of Mrs.  Meissner's family own or have a beneficial  interest
     in the  remaining  67% of the Matex Inc.  shares and the 240,000  shares of
     stock of the Registrant.
(3)  Under the terms of the Trust, non-employees are not permitted to own Units.

As of March 13, 2000, the Registrant's  directors were beneficial owners of 4.5%
of the number of issued and outstanding shares of Journal  Communications,  Inc.
stock.

             ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
             -------------------------------------------------------

Information in response to this item is incorporated  herein by reference to the
Company's proxy statement, which shall be filed with the Securities and Exchange
Commission no later than May 1, 2000.

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


                                       26
<PAGE>

(a)  1 and 2.
     Financial Statements and Financial Statement Schedules
     ------------------------------------------------------
     The  following  consolidated  financial  statements of the  Registrant  are
     included in Item 8:

                                                      Registrant's Annual Report
                                                      Page Number
                                                      -----------
     Consolidated Balance Sheets at
              December 31, 1999 and 1998                      8

     Consolidated Statements of Earnings
              for each of the three years in
              the period ended
              December 31, 1999                               9

     Consolidated Statements of Cash Flows
              for each of the three years in the
              period ended December 31, 1999                  10

     Consolidated Statements of Retained
              Earnings for each of the three years
              in the period ended December 31, 1999           11

     Notes to Consolidated Financial Statements              11-16

     Financial Statement Schedules:                          Registrant's 10-K
              Consolidated schedules for each of the         Page Number
              three years in the period ended                -----------
              December 31, 1999:
              II - Valuation and qualifying accounts            28

     All other  schedules  are omitted  since the  required  information  is not
     present,  or is not present in amounts  sufficient to require submission of
     the  schedule,  or because  the  information  required  is  included in the
     consolidated financial statements and notes thereto.

3.   Exhibits
     --------
     The exhibits listed on page 32 are filed as part of this annual report.

(b)  Reports on Form 8-K.
     No report on Form 8-K was required to be filed by the Registrant during the
     quarter ended December 31, 1999.


                                       27
<PAGE>

                          JOURNAL COMMUNICATIONS, INC.

          SCHEDULE II - CONSOLIDATED VALUATION AND QUALIFYING ACCOUNTS

                  Years ended December 31, 1999, 1998 and 1997
                             (Dollars in thousands)


                Balance at   Additions   Additions     Deductions       Balance
                beginning    charged to  from          from             at end
                of  year     earnings    acquisitions  allowances (a)   of year
                --------     --------    ------------  --------------   -------

Allowance for
doubtful
receivables:

1999             $4,345       $3,727        $199          $3,969         $4,302

1998             $3,444       $3,790        -----         $2,889         $4,345

1997             $3,242       $3,814        $  9          $3,621         $3,444


Note:

(a) Accounts receivable written off, less recoveries, against the allowance.


                                       28
<PAGE>

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  Registrant has duly caused this Annual Report to be signed on
its behalf by the undersigned, hereunto duly authorized.

                                      JOURNAL COMMUNICATIONS, INC.



                                      By: /s/ Steven J. Smith
                                          --------------------------------
                                          Steven J. Smith
                                          Chairman and Chief Executive Officer

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

/s/ Todd K. Adams
---------------------------------------           March 30, 2000
Todd K. Adams, Director

/s/ Paul M. Bonaiuto
---------------------------------------           March 30, 2000
Paul M. Bonaiuto, Director &
   Chief Financial Officer
  (Principal Financial Officer)

/s/ James J. Ditter
---------------------------------------           March 30, 2000
James J. Ditter, Director

/s/ Robert M. Dye
---------------------------------------           March 30, 2000
Robert M. Dye, Director


---------------------------------------           March __, 2000
James L. Forbes, Director

/s/ Carl D. Gardner
---------------------------------------           March 30, 2000
Carl D. Gardner, Director


---------------------------------------           March __, 2000
Richard J. Gasper, Director


                                       29
<PAGE>


---------------------------------------           March __, 2000
Dawn M. Howley, Director


---------------------------------------           March __, 2000
Steven O. Huhta, Director


---------------------------------------           March __, 2000
Robert A. Kahlor, Director


---------------------------------------           March __, 2000
Mark J. Keefe, Director

/s/ Douglas G. Kiel
---------------------------------------           March 30, 2000
Douglas G. Kiel, Director


---------------------------------------           March __, 2000
Kenneth J. Kozminski, Director

/s/ Paul E. Kritzer
---------------------------------------           March 30, 2000
Paul E. Kritzer, Director

/s/ Ronald G. Kurtis
---------------------------------------           March 30, 2000
Ronald G. Kurtis, Director


---------------------------------------           March __, 2000
David G. Meissner, Director

/s/ John E. Mollwitz
---------------------------------------           March 30, 2000
John E. Mollwitz, Director


---------------------------------------           March __, 2000
Roger D. Peirce, Director


                                       30
<PAGE>

/s/ James P. Prather
---------------------------------------           March 30, 2000
James P. Prather, Director

/s/ David D. Reszel
---------------------------------------           March 30, 2000
David D. Reszel, Director

/s/ Eric J. Seebacher
---------------------------------------           March 30, 2000
Eric J. Seebacher, Director


---------------------------------------           March __, 2000
Anton J. Sinkovits, Director

/s/ Steven J. Smith
---------------------------------------           March 30, 2000
Steven J. Smith, Director &
   Chief Executive Officer
  (Principal Executive Officer)

/s/ Keith K. Spore
---------------------------------------           March 30, 2000
Keith K. Spore, Director

/s/ Karen O. Trickle
---------------------------------------           March 30, 2000
Karen O. Trickle, Director

/s/ Donna M. Wells
---------------------------------------           March 30, 2000
Donna M. Wells, Director

/s/ Lloyd W. Wright
---------------------------------------           March 30, 2000
Lloyd W. Wright, Director


---------------------------------------           March __, 2000
Robert T. Zynda, Director


                                       31
<PAGE>

                          JOURNAL COMMUNICATIONS, INC.

                                INDEX TO EXHIBITS
                                  (Item 14(a))

Exhibits                                                            Form 10-K
--------                                                            Page Number
                                                                    -----------

(3.1)     Articles  of  Association  of  Journal  Communications,
          Inc., as amended  (incorporated by reference to Exhibit
          3.1 to Journal Communications,  Inc.'s Annual Report on
          Form  10-K  for  the  year  ended   December  31,  1995
          [Commission File No. 0-7831]).

(3.2)     By-Laws of Journal  Communications,  Inc. (incorporated
          by reference to Exhibit 3.1 to Journal  Communications,
          Inc.'s  Current Report For Form 8-K dated March 5, 1996
          [Commission File No. 0-7831]).

(9.1)     The Journal Employees' Stock Trust Agreement, dated May
          15,  1937,  as amended  (incorporated  by  reference to
          Exhibit 9 of the Annual  Report on Form 10-K of Journal
          Communications, Inc. for the fiscal year ended December
          31, 1995 [Commission File No. 0-7831]).

(9.2)     Further  amendment to Stock Trust Agreement as approved
          by  unitholders  on October 30, 1996  (incorporated  by
          reference  to  Exhibit  A  to  the   Definitive   Proxy
          Statement  of  the  Journal   Employees'   Stock  Trust
          included in the Trust's  Schedule 14A filed  October 1,
          1996 [Commission File No. 0-7832]).

(13)      Portions of Registrant's Annual Report,  filed herewith     33-45

(21)      Subsidiaries of the Registrant, filed herewith              46

(23)      Consent of Independent Auditors, filed herewith             47

(27)      Financial Data Schedule, filed herewith                     48-49


                                       32