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UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

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FORM 10-Q

(Mark One)

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

For the quarterly period ended June 29, 2002

OR

|o | 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 0-7597

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COURIER CORPORATION(Exact name of registrant as specified in its charter)

Massachusetts(State or other jurisdiction of incorporation or organization)

04-2502514(I.R.S. Employer Identification No.)

15 Wellman Avenue,
North Chelmsford,
Massachusetts(Address of principal executive offices)

01863(Zip Code)


(978) 251-6000(Registrant's telephone number, including area code)

NO CHANGE(Former name, former address and former fiscal year, if changed since last report)

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 ý    No o

Indicate
the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

Class

Outstanding at July 31, 2002Common Stock, $1 par value

5,178,712 Shares


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COURIER CORPORATION        CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)        (Dollars in thousands except per share amounts)

|                                    |                     | QUARTER ENDED |        | NINE MONTHS ENDED |  
|----------------------------------- | ------------------- | ------------- | ------ | ----------------- | -
|
|Net sales                           |                     | $             | 51,793 |                   | $
|Cost of sales                       |                     |               | 36,045 |                   |  
|                                    |                     |               |        |                   |  
|                                    | Gross profit        |               |        | 15,748            |  
|Selling and administrative expenses |                     |               | 9,601  |                   |  
|Amortization of goodwill (Note A)   |                     |               |       |                   |  
|Interest expense                    |                     |               | 86     |                   |  
|Other income (Note E)               |                     |               |       |                   |  
|                                    |                     |               |        |                   |  
|                                    | Income before taxes |               |        | 6,061             |  
|Provision for income taxes (Note C) |                     |               | 1,981  |                   |  
|                                    |                     |               |        |                   |  
|                                    | Net income          |               | $      | 4,080             |  
|                                    |                     |               |        |                   |  
|Net income per share (Note D):      |                     |               |        |                   |  
|                                    | Basic               |               | $      | 0.79              |  
|                                    |                     |               |        |                   |  
|                                    | Diluted             |               | $      | 0.76              |  
|                                    |                     |               |        |                   |  
|Cash dividends declared per share   |                     | $             | 0.10   |                   | $
|                                    |                     |               |        |                   |  

The
accompanying notes are an integral part of the consolidated financial statements.

2

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COURIER CORPORATION        CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)        (Dollars in thousands)

|                                                                                                                         |                                                                | June 29,
2002        |        | September 29,
2001
|------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------- | -------------------- | ------ | ------------------
|ASSETS                                                                                                                   |                                                                |                      |        |                   
|Current assets:                                                                                                          |                                                                |                      |        |                   
|                                                                                                                         | Cash and cash equivalents                                      |                      | $      | 55                
|                                                                                                                         | Accounts receivable, less allowance for uncollectible accounts |                      |        | 28,220            
|                                                                                                                         | Inventories (Note B)                                           |                      |        | 22,131            
|                                                                                                                         | Deferred income taxes                                          |                      |        | 2,835             
|                                                                                                                         | Other current assets                                           |                      |        | 788               
|                                                                                                                         |                                                                |                      |        |                   
|                                                                                                                         |                                                                | Total current assets |        |                   
|Property, plant and equipment, less accumulated depreciation: $95,133 at June 29, 2002 and $88,005 at September 29, 2001 |                                                                |                      | 41,645 |                   
|Goodwill and other intangibles, net (Note A)                                                                             |                                                                |                      | 25,486 |                   
|Prepublication costs                                                                                                     |                                                                |                      | 3,069  |                   
|Other assets                                                                                                             |                                                                |                      | 610    |                   
|                                                                                                                         |                                                                |                      |        |                   
|                                                                                                                         |                                                                | Total assets         |        | $                 
|                                                                                                                         |                                                                |                      |        |                   

The
accompanying notes are an integral part of the consolidated financial statements.

3

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COURIER CORPORATION        CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)        (Dollars in thousands)

|                                           |                                                                                                   | June 29,
2002              |         | September 29,
2001 |       
|------------------------------------------ | ------------------------------------------------------------------------------------------------- | -------------------------- | ------- | ------------------ | ------
|LIABILITIES AND STOCKHOLDERS' EQUITY       |                                                                                                   |                            |         |                    |       
|Current liabilities:                       |                                                                                                   |                            |         |                    |       
|                                           | Current maturities of long-term debt                                                              |                            | $       | 76                 |       
|                                           | Accounts payable                                                                                  |                            |         | 9,246              |       
|                                           | Accrued payroll                                                                                   |                            |         | 6,453              |       
|                                           | Accrued taxes                                                                                     |                            |         | 4,427              |       
|                                           | Other current liabilities                                                                         |                            |         | 6,803              |       
|                                           |                                                                                                   |                            |         |                    |       
|                                           |                                                                                                   | Total current liabilities  |         |                    | 27,005
|Long-term debt                             |                                                                                                   |                            | 1,194   |                    |       
|Deferred income taxes                      |                                                                                                   |                            | 4,198   |                    |       
|Other liabilities                          |                                                                                                   |                            | 3,022   |                    |       
|                                           |                                                                                                   |                            |         |                    |       
|                                           |                                                                                                   | Total liabilities          |         |                    | 35,419
|                                           |                                                                                                   |                            |         |                    |       
|Stockholders' equity:                      |                                                                                                   |                            |         |                    |       
|                                           | Preferred stock, $1 par value  authorized 1,000,000 shares; none issued                          |                            |         |                    |       
|                                           | Common stock, $1 par value  authorized 6,000,000 shares; issued 5,445,000 shares                 |                            |         | 5,445              |       
|                                           | Additional paid-in capital                                                                        |                            |         | 1,987              |       
|                                           | Retained earnings                                                                                 |                            |         | 84,969             |       
|                                           | Unearned compensation                                                                             |                            |         | (410               | )     
|                                           | Treasury stock, at cost: 274,000 shares at June 29, 2002 and 333,000 shares at September 29, 2001 |                            |         | (2,571             | )     
|                                           |                                                                                                   |                            |         |                    |       
|                                           |                                                                                                   | Total stockholders' equity |         |                    | 89,420
|                                           |                                                                                                   |                            |         |                    |       
|Total liabilities and stockholders' equity |                                                                                                   | $                          | 124,839 |                    | $     
|                                           |                                                                                                   |                            |         |                    |       

The
accompanying notes are an integral part of the consolidated financial statements.

4

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COURIER CORPORATION        CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)        (Dollars in thousands)

|                                                         |                                                                                 | NINE MONTHS ENDED                  |                                  
|-------------------------------------------------------- | ------------------------------------------------------------------------------- | ---------------------------------- | ---------------------------------
|
|Operating Activities:                                    |                                                                                 |                                    |                                  
|                                                         | Net income                                                                      |                                    | $                                
|                                                         | Adjustments to reconcile net income to cash provided from operating activities: |                                    |                                  
|                                                         |                                                                                 | Depreciation and amortization      |                                  
|                                                         |                                                                                 | Deferred income taxes              |                                  
|                                                         |                                                                                 | Changes in assets and liabilities: |                                  
|                                                         |                                                                                 |                                    | Accounts receivable              
|                                                         |                                                                                 |                                    | Inventory                        
|                                                         |                                                                                 |                                    | Accounts payable                 
|                                                         |                                                                                 |                                    | Accrued taxes                    
|                                                         |                                                                                 |                                    | Other elements of working capital
|                                                         |                                                                                 |                                    | Other, net                       
|                                                         |                                                                                 |                                    |                                  
|Cash provided from operating activities                  |                                                                                 |                                    | 21,161                           
|                                                         |                                                                                 |                                    |                                  
|Investment activities:                                   |                                                                                 |                                    |                                  
|                                                         | Capital expenditures                                                            |                                    |                                  
|                                                         | Prepublication costs                                                            |                                    |                                  
|                                                         | Proceeds from sale of assets (Note E)                                           |                                    |                                  
|                                                         |                                                                                 |                                    |                                  
|Cash used for investment activities                      |                                                                                 |                                    | (5,169                           
|                                                         |                                                                                 |                                    |                                  
|Financing activities:                                    |                                                                                 |                                    |                                  
|                                                         | Scheduled long-term debt repayments                                             |                                    |                                  
|                                                         | Decrease in long-term borrowings                                                |                                    |                                  
|                                                         | Cash dividends                                                                  |                                    |                                  
|                                                         | Proceeds from stock plans                                                       |                                    |                                  
|                                                         |                                                                                 |                                    |                                  
|Cash used for financing activities                       |                                                                                 |                                    | (16,110                          
|                                                         |                                                                                 |                                    |                                  
|Decrease in cash and cash equivalents                    |                                                                                 |                                    | (118                             
|Cash and cash equivalents at the beginning of the period |                                                                                 |                                    | 173                              
|                                                         |                                                                                 |                                    |                                  
|Cash and cash equivalents at the end of the period       |                                                                                 | $                                  | 55                               
|                                                         |                                                                                 |                                    |                                  

The
accompanying notes are an integral part of the consolidated financial statements.

5

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COURIER CORPORATION        NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

A.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Unaudited Financial Statements

The balance sheet as of June 29, 2002, the statements of income for the three-month and nine-month periods ended June 29, 2002 and
June 30, 2001, and the statements of cash flows for the nine-month periods ended June 29, 2002 and June 30, 2001 are unaudited and, in the opinion of management, all
adjustments necessary for a fair presentation of such financial statements have been recorded. Such adjustments consisted only of normal recurring items. Certain amounts for fiscal 2001 have been
reclassified in the accompanying financial statements in order to be consistent with the current year's classification.

Certain
information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States
("generally accepted accounting principles") have been condensed or omitted. The balance sheet data as of September 29, 2001 was derived from audited year-end financial statements,
but does not include disclosures required by generally accepted accounting principles. It is suggested that these interim financial statements be read in conjunction with the Company's most recent
Form 10-K and Annual Report for the year ended September 29, 2001.

New Accounting Pronouncements

Effective September 30, 2001, the Company adopted Statement of Financial Accounting Standards ("SFAS") No. 142, "Goodwill and Other Intangible
Assets," which changes the accounting for goodwill and certain other intangible assets from an amortization method to an impairment-only approach. The Company completed the transitional
impairment test required by SFAS No. 142 during the second quarter of fiscal 2002, resulting in no change to the nature or carrying amounts of its intangible assets from the adoption of this
standard. If these rules had applied to goodwill for fiscal year 2001, the result would have been to increase related pretax income by approximately $325,000 and $1,025,000 for the third quarter and
the first nine months of fiscal 2001, respectively. The corresponding increase in net income would have been approximately $250,000, or $.05 per diluted share, in the third quarter of fiscal 2001 and
$750,000, or $.14 per diluted share, for the nine months ended June 30, 2001. As of June 29, 2002, "Goodwill and other intangibles, net" consists of goodwill of $25.4 million and
other intangibles of $0.1 million; such goodwill has been allocated $9.3 million to the book manufacturing segment and $16.1 million to the specialty publishing segment.

In
July 2000, the Emerging Issues Task Force (EITF) of the Financial Accounting Standards Board reached a consensus on Issue 00-10, "Accounting for Shipping and
Handling Fees and Costs." The Company adopted the provisions of EITF 00-10 in the fourth quarter of its fiscal year ended September 29, 2001. EITF 00-10 requires
companies to classify as revenues shipping and handling fees billed to customers. Results of last year's third quarter and first nine months have been reclassified to conform to the fiscal 2002
presentation. The impact of this adoption was to increase both sales and cost of sales by approximately $1.0 million and $2.9 million in the third quarter and the first nine months of
fiscal 2001, respectively, and thus had no impact on reported earnings.

B.    INVENTORIES

Inventories are valued at the lower of cost or market. Cost is determined using the last-in, first-out (LIFO) method for approximately 45%
of the Company's inventories at both June 29, 2002 and

6

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September 29, 2001. Other inventories are determined on a first-in, first-out (FIFO) basis. Inventories consisted of the following:

June 29,
2002

September 29,
2001(000's Omitted)Raw materials

$
3,097

$
2,573Work in process


5,523


5,743Finished goods


13,511


13,824Total

$
22,131

$
22,140


C.    INCOME TAXES

The provision for income taxes differs from that computed using the statutory federal income tax rates for the following reasons:

|                                                      |       | Quarter Ended |       | Nine Months Ended |  
|----------------------------------------------------- | ----- | ------------- | ----- | ----------------- | -
|
|
|Federal taxes at statutory rates                      |       | $             | 2,060 |                   | $
|State taxes, net of federal benefit                   |       |               | 137   |                   |  
|Goodwill amortization                                 |       |               |      |                   |  
|Foreign sales corporation (FSC) export related income |       |               | (243  | )                 |  
|Other                                                 |       |               | 27    |                   |  
|                                                      |       |               |       |                   |  
|                                                      | Total |               | $     | 1,981             |  
|                                                      |       |               |       |                   |  

D.    NET INCOME PER SHARE

Following is a reconciliation of the shares used in the calculation of basic and diluted net income per share. Potentially dilutive shares, calculated using the
treasury stock method, consist of shares issued under the Company's stock option plans. Prior year shares have been adjusted to reflect a three-for-two stock split effected in
the form of a dividend distributed on August 31, 2001.

|                                       |  | Quarter Ended |  | Nine Months Ended
|-------------------------------------- |  | ------------- |  | -----------------
|
|
|Average shares outstanding for basic   |  | 5,161         |  | 5,060            
|Effect of potentially dilutive shares  |  | 195           |  | 160              
|                                       |  |               |  |                  
|Average shares outstanding for diluted |  | 5,356         |  | 5,220            
|                                       |  |               |  |                  

7

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E.    OTHER INCOME

In March 2001, the Company sold the assets of its subsidiary, The Home School, and ceased operating this business. The proceeds from the sale were
$0.8 million resulting in a pretax gain of approximately $300,000 and an after-tax gain of approximately $200,000, or $.04 per diluted share.

During
the first quarter of fiscal 2001, the Company completed the sale of its Raymond, NH facility. In February 2000, the Company entered into a five-year lease
agreement for this facility, which had been vacant. The lease provided for a purchase option at a price of $1.3 million. The option was exercised in August 2000 and the transaction
closed in October 2000, resulting in a pretax gain of approximately $0.9 million and approximately $0.6 million after tax, or $.10 per diluted share. Other income in the prior
year also includes $49,000 of net rental income from this facility.

F.    BUSINESS SEGMENTS

The Company has three business segments: full-service book manufacturing, customized education and specialty publishing. The book manufacturing
segment offers a full range of services from production through storage and distribution for religious, educational and specialty trade book publishers. The customized education segment is comprised
of Courier Custom Publishing, a provider of customized college coursepacks and textbooks. Prior year results for this segment also included The Home School, which ceased operations in
March 2001 when substantially all of its assets were sold. The specialty publishing segment consists of Dover Publications, Inc., acquired by the Company in September 2000.

In
evaluating segment performance, management primarily focuses on income or loss before taxes and other income (see Note E). The elimination of intersegment sales and related
profit represents sales from the book manufacturing segment to the specialty publishing segment. Corporate expenses that are allocated to the segments include various support functions such as
information technology services, finance, human resources and engineering, and include depreciation and amortization expense related to corporate
assets.

8

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The
following table provides segment information for the three-month and nine-month periods ended June 29, 2002 and June 30, 2001:

|                                   |               | Quarter Ended |        | Nine Months Ended |  
|---------------------------------- | ------------- | ------------- | ------ | ----------------- | -
|
|
|Net sales:                         |               |               |        |                   |  
|Book manufacturing                 |               | $             | 44,699 |                   | $
|Customized education               |               |               | 125    |                   |  
|Specialty publishing               |               |               | 8,487  |                   |  
|Elimination of intersegment sales  |               |               | (1,518 | )                 |  
|                                   |               |               |        |                   |  
|                                   | Total company |               | $      | 51,793            |  
|                                   |               |               |        |                   |  
|Income (loss) before taxes:        |               |               |        |                   |  
|Book manufacturing                 |               | $             | 5,411  |                   | $
|Customized education               |               |               | (111   | )                 |  
|Specialty publishing               |               |               | 904    |                   |  
|Elimination of intersegment profit |               |               | (143   | )                 |  
|Other income                       |               |               |       |                   |  
|                                   |               |               |        |                   |  
|                                   | Total company |               | $      | 6,061             |  
|                                   |               |               |        |                   |  

9

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Item 2.

COURIER CORPORATION  MANAGEMENT'S DISCUSSION AND ANALYSIS OF  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Critical Accounting Policies and Estimates:

The Company's consolidated condensed financial statements have been prepared in accordance with generally accepted accounting principles. The preparation of these
financial statements requires management to make estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. On an ongoing basis, management
evaluates its estimates and judgments, including those related to collectibility of accounts receivable, recovery of inventories, goodwill, prepublication costs and income taxes. Management bases its
estimates and judgments on historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the
carrying value of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the periods presented. Actual results may differ from these
estimates. The significant accounting policies which management believes are most critical to aid in fully understanding and evaluating the Company's reported financial results include the following:

Accounts ReceivableManagement performs ongoing credit evaluations of the Company's customers and adjusts credit limits based
upon payment history and the customer's current credit worthiness. Collections and payments from customers are continuously monitored. A provision for estimated credit losses is determined based upon
historical experience and any specific customer collection issues that have been identified. If the financial condition of the Company's customers were to deteriorate, resulting in an impairment of
their ability to make payments, additional allowances may be required.

InventoriesManagement records a reserve for excess and obsolete inventory based primarily upon historical and forecasted
product demand. If actual market conditions are less favorable than those projected by management, additional inventory reserves may be required.

GoodwillEffective September 30, 2001, the Company adopted Statement of Financial Accounting Standards ("SFAS")
No. 142, "Goodwill and Other Intangible Assets," which changes the accounting for goodwill and certain other intangible assets from an amortization method to an impairment-only
approach. The Company evaluates possible impairment whenever events or circumstances indicate that the carrying value of the assets may not be recoverable. The Company has completed the transitional
impairment test required by SFAS No. 142 resulting in no change to the nature or carrying amounts of its intangible assets from adoption of this standard. Changes in market conditions or poor
operating results could result in a decline in value thereby potentially requiring an impairment charge in the future.

Prepublication CostsThe Company capitalizes prepublication costs, consisting primarily of art and editorial costs incurred
in the creation of a book or other media. Prepublication costs are amortized on a straight-line basis over a four-year period. Management regularly evaluates the sales and
profitability of the products based upon historical and forecasted demand. Based upon this evaluation, adjustments may be required to amortization expense.

Income TaxesIncome tax liabilities and assets are determined based upon the differences among the financial statement and
tax bases of assets and liabilities, and taxes reported on the Company's tax returns. Changes in the recoverability of the Company's tax assets or audits by tax authorities could result in future
charges or credits to income tax expense.

10

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Results of Operations:

Sales in the third quarter of fiscal 2002 were $51.8 million, up 2% from $50.9 million in the corresponding period last year. Sales from the
Company's book manufacturing segment were $44.7 million, also up 2% from the third quarter of fiscal 2001. Within this segment, sales to the religious market increased by 22% compared to the
prior year, reflecting higher order levels and elimination of backlogs associated with the installation of a new press earlier in the year. For the first nine months of fiscal 2002, sales in this
market were up 6% which is more in line with historical growth rates. Sales to the educational market rose by 2% over the prior year's third quarter after a 13% decline in sales in the first half of
the year. The earlier decline in sales was attributed to the slowdown in the economy and related cautiousness by publishers, distributors and retailers in managing their inventories. Sales to the
specialty trade market remained below fiscal 2001 levels in the third quarter, however, the 16% decrease in this market improved from the 22% decline experienced in the first half of the year. Sales
from the Company's specialty publishing segment, which is comprised of Dover
Publications, Inc. ("Dover"), were $8.5 million in the third quarter of fiscal 2002, a 6% increase over the prior year period, partially due to a shift in last year's quarterly sales
patterns, as similarly indicated in the second quarter when sales were up 31%. For the first nine months of fiscal 2002, Dover's sales were up 11% from the corresponding period last year. The
Company's customized education segment, consisting of Courier Custom Publishing, had sales of approximately $125,000 in the third quarter of fiscal 2002 compared to approximately $95,000 last year.
Revenues from this segment occur primarily in the second and fourth quarters of the Company's fiscal year.

The
Company adopted EITF 00-10 "Accounting for Shipping and Handling Fees and Costs" in the fourth quarter of its fiscal year ended September 29, 2001. The impact of
the adoption of EITF 00-10 was to increase both sales and cost of sales by approximately $1.0 million and $2.9 million in the third quarter and the first nine months of
fiscal 2001, respectively. It had no impact on net income.

Gross
profit increased to $15.7 million in the third quarter compared to $15.2 million in the same period last year, and, as a percentage of sales, remained at 30% of
sales. Within the book manufacturing segment, gross profit in the third quarter of 27% of sales was comparable to the prior year's third quarter and improved from 25% and 26% in the first and second
quarters, respectively. The year to date improvement reflects tighter cost controls and gains in productivity. Gross profit as a percent of sales in the specialty publishing segment was 47%,
comparable to the same period last year.

Selling
and administrative expenses decreased to $9.6 million in the third quarter of fiscal 2002 from $9.9 million in the same period last year, largely due to tighter
cost controls. As a percentage of sales, selling and administrative expenses were 19% in the third quarter of fiscal 2002 compared to 20% in the corresponding period last year. Within the book
manufacturing segment, selling and administrative expenses in the third quarter decreased by 7% and, as a percent of sales, decreased to 15% from 16%. In the specialty publishing segment, selling and
administrative expenses of $2.9 million were 7% higher than the same period last year reflecting increased selling expenses such as commissions, as well as spending on e-commerce
and other marketing programs.

Amortization
of goodwill decreased by $327,000 from last year's third quarter, reflecting the Company's adoption, effective at the beginning of fiscal 2002, of Statement of Financial
Accounting Standards ("SFAS") No. 142, "Goodwill and Other Intangible Assets." This standard changes the accounting for goodwill and certain other intangible assets from an amortization method
to an impairment-only approach. If these rules had applied to goodwill for the third quarter of fiscal 2001, the result would have been to increase related pretax income by $327,000 and
net income by approximately $250,000, or $.05 per diluted share.

Interest
expense was $86,000 in the third quarter of fiscal 2002 compared to $389,000 in the same period of fiscal 2001, reflecting decreased average borrowings of approximately
$22 million, as well as a reduction in average interest rates from 5.1% last year to 2.3% this year.

11

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Third
quarter pretax income from the book manufacturing segment was $5.4 million, up 17% compared to the prior year period, and net income per diluted share was $.68, also an
increase of 17% over last year. The third quarter of fiscal 2001 included goodwill amortization in this segment of approximately $125,000, or $.025 per diluted share. Pretax income in the specialty
publishing segment was approximately $900,000, or $.11 per diluted share, compared to $377,000, or $.04 per diluted share, in the third quarter of fiscal 2001. Goodwill amortization in the prior
year's third quarter accounted for approximately $200,000, or $.025 per diluted share, of this improvement. Pretax losses in the customized education segment were approximately $110,000, or $.01 per
diluted share, compared to a loss of approximately $210,000, or $.03 per diluted share, for the same period last year. This improvement reflects an improving sales mix and a reduction in costs for
Courier Custom Publishing.

The
Company's effective tax rate for the third quarter of fiscal 2002 was 33% compared to 35% for the same period last year due to the impact of nondeductible goodwill amortization in
the prior year.

Net
income for the third quarter of fiscal 2002 was $4.1 million, or $.76 per diluted share, versus $3.0 million, or $.57 per diluted share, in the prior year. After
adjusting for the adoption of the new accounting pronouncement on goodwill, net income was approximately $3.2 million, or $.62 per diluted share, in the third quarter last year. The following
table reflects the impact to both the third quarter and the first nine months of last year for the adoption of the new accounting pronouncement on goodwill amortization and the gains from the sale of
The Home School and a real estate sale in fiscal 2001.

|                            |  | Third Quarter |       | First Nine Months |  
|--------------------------- |  | ------------- | ----- | ----------------- | -
|
|Prior year as reported      |  | $             | 2,966 |                   | $
|Gains from asset sales      |  |               |      |                   |  
|Goodwill amortization       |  |               | 250   |                   |  
|                            |  |               |       |                   |  
|Adjusted prior year results |  | $             | 3,216 |                   | $
|                            |  |               |       |                   |  
|Current year results        |  | $             | 4,080 |                   | $

For
the first nine months ended June 29, 2002, sales were $146 million, a decline of 6% from the corresponding period in fiscal 2001. Net income for the first nine months
of fiscal 2002 was $9.6 million, or $1.80 per diluted share, up 19% from the prior year's net income of $8.1 million, or $1.55 per diluted share, after the adjustments reflected in the
table above. "Gains from asset sales" in the table above includes the sale of the Company's Raymond, New Hampshire facility in the first quarter of fiscal 2001. In February 2000, the Company
entered into a five-year lease agreement for this facility, which had been vacant. The lease provided for a purchase option at a price of $1.3 million. The option was exercised in
August 2000 and the transaction closed in October 2000, resulting in a pretax gain of approximately $0.9 million and approximately $0.6 million after tax, or $.10 per
diluted share. Proceeds from the sale of the assets of The Home School in the second quarter of fiscal 2001 were $0.8 million resulting in a pretax gain of approximately $300,000 and an
after-tax gain of approximately $200,000, or $.04 per diluted share.

For
the first nine months of fiscal 2002, book manufacturing segment sales were $123.5 million, 8% below the same period last year. For this segment, pretax income for the first
nine months was $12.2 million, comparable to the same period last year. On a per share basis, earnings were $1.55 per diluted share compared with $1.53 per diluted share for the first nine
months of fiscal 2001. Factors discussed for the quarter above similarly affected year-to-date results. The first nine months of this year were also impacted by
start-up costs related to a new press, which were partially offset by a pretax gain of approximately $200,000 on the sale of an old, unused press. The first nine months of fiscal 2001
included goodwill amortization in this segment of approximately $380,000, or $.07 per diluted share.

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Within the specialty publishing segment, sales for the first nine months of fiscal 2002 were $25.9 million, an increase of 11% over the corresponding period last year. Pretax income year to
date was $2.7 million, or $.32 per diluted share, compared with $0.4 million, or $.04 per diluted share, in the prior year period. The first nine months of fiscal 2001 included goodwill
amortization in this segment of approximately $600,000, or $.07 per diluted share. For the first nine months of fiscal 2002, sales in the customized education segment were $0.6 million
compared with $1.0 million in the corresponding period last year. The sale of The Home School in March 2001, as well as improvements in the remaining custom publishing operation,
resulted in a reduction in the pretax loss from this segment for the first nine months of this year to $0.3 million, or $.03 per diluted share, compared to a loss of $0.8 million, or
$.10 per diluted share, in the same period of fiscal 2001.

For
purposes of computing diluted net income per share, weighted average shares outstanding increased by approximately 135,000 shares over last year's third quarter. The increase was
largely due to options exercised under the Company's stock plans. Prior year shares have been adjusted to reflect a three-for-two stock split effected in the form of a dividend
distributed on August 31, 2001.

Liquidity and Capital Resources:

During the first nine months of fiscal 2002, operations provided approximately $21.2 million of cash. Net income was $9.6 million, depreciation and
amortization were $8.3 million, and deferred income taxes were approximately $1.4 million. Working capital reductions provided approximately $1.5 million of cash, primarily from a
decrease of approximately $5.6 million in accounts receivable, offset by decreases of approximately $2.7 million in accounts payable and $1.7 million in accrued taxes.

Investment
activities in the first nine months of fiscal 2002 used approximately $5.2 million of cash. Capital expenditures were approximately $3.9 million and
prepublication costs were approximately $1.3 million. For the entire fiscal year, capital expenditures are expected to be approximately $5 million to $6 million and prepublication
costs are projected to be approximately $2 million.

Financing
activities for the first nine months of fiscal 2002 used approximately $16.1 million of cash including a decrease in long-term borrowings of
$15.3 million. Dividends utilized approximately $1.5 million of cash while proceeds from stock plans provided approximately $0.7 million of cash. At June 29, 2002, the
Company's borrowings under its $60 million long-term revolving credit facility were $0.5 million. The Company believes that its cash from operations and available credit
facilities will be sufficient to meet its cash requirements through fiscal 2002.

The
following table summarizes the Company's contractual obligations and commitments to make future payments as well as its existing commercial commitments.

|                              |                           |                           |   | Payments due by period
|----------------------------- | ------------------------- | ------------------------- | - | ----------------------
|
|Contractual Payments:         |                           |                           |   |                       
|                              | Long-Term Debt:           |                           |   |                       
|                              |                           | Revolving credit facility |   | $                     
|                              |                           | Other long-term debt      |   | $                     
|                              | Operating Leases          |                           | $ | 11,969                
|Other Commercial Commitments: |                           |                           |   |                       
|                              | Standby letters of credit |                           | $ | 773                   
|                              | Purchase commitments      |                           | $ | 1,065                 

The
Company's $60 million long-term revolving credit facility bears interest at a floating rate. Therefore, the Company is exposed to market risk for changes in
interest rates. At June 29, 2002, the interest rate in effect was 2.31%.

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The
Company recently extended the maturity date of the revolving credit facility to March 2005. Borrowings of $0.5 million are included in scheduled principal payments due
in 2005.

The
standby letters of credit expire in December 2002.

Forward-Looking Information:

Statements that describe future expectations, plans or strategies are considered "forward-looking statements" as that term is defined under the Private Securities
Litigation Reform Act of 1995 and releases issued by the Securities and Exchange Commission. The words "believe," "expect," "anticipate," "intend," "estimate" and other expressions which are
predictions of or indicate future events and trends and which do not relate to historical matters identify forward-looking statements. Such statements are subject to risks and uncertainties that could
cause actual results to differ materially from those currently anticipated. Factors that could affect actual results include, among others, changes in customers' demand for the Company's products,
including seasonal changes in customer orders, changes in raw material costs, pricing actions by competitors, consolidation among customers and competitors, success in the integration of acquired
businesses, unanticipated changes in operating expenses, changes in technology, and general changes in economic conditions. Although the Company believes that the assumptions underlying the
forward-looking statements are reasonable, any of the assumptions could be inaccurate, and therefore, there can be no assurance that the forward-looking statements will prove to be accurate. The
forward-looking statements included herein are made as of the date hereof, and the Company undertakes no obligation to update publicly such statements to reflect subsequent events or circumstances.

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Item 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes from the information concerning the Company's "Quantitative and Qualitative Disclosures About Market Risk" as previously
reported in the Company's Annual Report on Form 10-K for the year ended September 29, 2001.

PART II.    OTHER INFORMATION

Item 1.    Legal Proceedings

None.

Item 2.    Changes in Securities and Use of Proceeds

None.

Item 3.    Defaults Upon Senior Securities

None.

Item 4.    Submission of Matters to a Vote of Security Holders

None.

Item 5.    Other Information

None.

Item 6.    Exhibits and Reports on Form 8-K



|Exhibit No. |  | Description of Exhibit                                                                                                                                                                                                                    
|----------- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10          |  | Amendment, dated May 20, 2002, to Note Agreement between Courier Corporation, Citizens Bank of Massachusetts, Fleet National Bank, KeyBank National Association and Sovereign Bank, providing for a $60 million
revolving credit facility.





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SIGNATURES

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

|                    |  | COURIER CORPORATION (Registrant)
|------------------- |  | --------------------------------
|August 13, 2002Date |  | By:                             
|August 13, 2002Date |  | By:                             
|August 13, 2002Date |  | By:                             

CERTIFICATIONS

The undersigned officer of Courier Corporation (the "Company") hereby certifies that the Company's quarterly report on Form 10-Q for the quarterly period
ended June 29, 2002, as filed with the Securities
and Exchange Commission on the date hereof, fully complies with the requirements of section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended, and that the information
contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. This certification is provided solely pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

|August 13, 2002Date |  | By: |  | /s/JAMES F. CONWAY IIIJames F. Conway III
Chairman, President and Chief Executive Officer
|------------------- |  | --- |  | -----------------------------------------------------------------------------------------

The undersigned officer of Courier Corporation (the "Company") hereby certifies that the Company's quarterly report on Form 10-Q for the quarterly period
ended June 29, 2002, as filed with the Securities and Exchange Commission on the date hereof, fully complies with the requirements of section 13(a) or 15(d), as applicable, of the Securities
Exchange Act of 1934, as amended, and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. This
certification is provided solely pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

|August 13, 2002Date |  | By: |  | /s/ROBERT P. STORY, JR.Robert P. Story, Jr.
Senior Vice President and Chief Financial Officer
|------------------- |  | --- |  | ---------------------------------------------------------------------------------------------

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