UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

FORM 10-Q

[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 1, 2001

OR

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

Commission file number 1-1097

THE STANDARD REGISTER COMPANY

(Exact name of Registrant as specified in its charter)

|OHIO                                                 |                     | 31-0455440
|---------------------------------------------------- | ------------------- | ----------
|(State or other jurisdiction of                      | (I.R.S. Employer   
|Incorporation or organization)                       | Identification No.)
|                                                     |                    
|600 ALBANY STREET, DAYTON OHIO                       | 45408              
|(Address of principal executive offices)             | (Zip Code)         
|                                                    
|(937) 221-1000                                      
|(Registrant's telephone number, including area code)

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

|Class                          |  | Outstanding as of July 29, 2001
|------------------------------ |  | -------------------------------
|Common stock, $1.00 par value  |  | 22,884,064 shares              
|Class A stock, $1.00 par value |  | 4,725,000 shares               

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THE STANDARD REGISTER COMPANY

FORM 10-Q

For the Quarter Ended July 1, 2001

INDEX

|                               |                                                                     | Page 
|------------------------------ | ------------------------------------------------------------------- | -----
|Part I - Financial Information |                                                                    
|                               |                                                                     |      
|                               | Item 1. Financial Statements                                        |      
|                               |                                                                     |      
|                               |                                                                     | a)   
|                               |                                                                     |      
|                               |                                                                     |      
|                               |                                                                     |      
|                               |                                                                     | b)   
|                               |                                                                     |      
|                               |                                                                     |      
|                               |                                                                     | c)   
|                               |                                                                     |      
|                               |                                                                     |      
|                               |                                                                     |      
|                               | Item 2. Management's Discussion and Analysis of Financial Condition |      
|                               |                                                                     |      
|                               |                                                                     |      
|                               | Item 3. Quantitative and Qualitative Disclosure About Market Risk   | 11   
|                               |                                                                     |      
|                               |                                                                     |      
|Part II - Other Information    |                                                                    
|                               |                                                                     |      
|                               | Item 1. Legal Proceedings                                           | 12   
|                               |                                                                     |      
|                               | Item 2. Changes in Securities and Use of  Proceeds                  | 12   
|                               |                                                                     |      
|                               | Item 3. Defaults upon Senior Securities                             | 12   
|                               |                                                                     |      
|                               | Item 4. Submission of Matters to a Vote of Security Holders         | 12-13
|                               |                                                                     |      
|                               | Item 5. Other Information                                           | 13   
|                               |                                                                     |      
|                               | Item 6. Exhibits and Reports on Form 8-K                            | 13   
|                               |                                                                     |      
|Signature                      | 14                                                                 

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THE STANDARD REGISTER COMPANY

FORM 10-Q

For the Quarter Ended July 1, 2001

PART I - FINANCIAL INFORMATION

ITEM 1. - FINANCIAL STATEMENTS

The financial statements of the Registrant included herein have been prepared without audit, pursuant to
the rules and regulations of the Securities and Exchange Commission.  Although certain information
normally included in financial statements prepared in accordance with generally accepted accounting
principles has been condensed or omitted, the Registrant believes that the disclosures are adequate to
make the information presented not misleading.  It is suggested that these financial statements are read in
conjunction with the financial statements and notes thereto included in the Annual Report on Form 10-K
of the Registrant for the year ended December 31, 2000.

The financial statements included herein reflect all adjustments (consisting only of normal recurring
accruals) which, in the opinion of management, are necessary to present a fair statement of the results for
the interim periods.  The results for interim periods are not necessarily indicative of trends or of results to
be expected for a full year.

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|THE STANDARD REGISTER COMPANY                   
|------------------------------------------------
|                                                
|STATEMENT OF INCOME                             
|(Dollars in thousands, except per share amounts)
|                                                
|                                                
|                                                
|                                                
|                                                
|                                                
|                                                
|TOTAL REVENUE                                   
|                                                
|COSTS AND EXPENSES                              
|Cost of products sold                           
|Engineering and research                        
|Selling and administrative                      
|Depreciation and amortization                   
|Interest                                        
|Restructuring                                   
|Total Costs and Expenses                        
|                                                
|INCOME (LOSS) BEFORE INCOME TAXES               
|Income Tax (Benefit)                            
|                                                
|NET INCOME (LOSS)                               
|                                                
|                                                
|Average Number of Shares Outstanding - Basic    
|Average Number of Shares Outstanding - Diluted  
|                                                
|Net Income (Loss) Per Share - Basic             
|Net Income (Loss) Per Share - Diluted           
|                                                
|Dividends Paid Per Share                        
|                                                

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|THE STANDARD REGISTER COMPANY  
|-------------------------------
|                               
|BALANCE SHEET                  
|(Dollars in thousands)         
|                               
|                               
|A S S E T S                    
|                               
|CURRENT ASSETS                 
|Cash and cash equivalents      
|Short-term investments         
|Accounts receivable            
|Allowance for losses           
|Inventories                    
|Finished products              
|Jobs in process                
|Materials and supplies         
|Prepaid income taxes           
|Deferred income taxes          
|Prepaid expense                
|Total current assets           
|                               
|PLANT AND EQUIPMENT            
|Buildings and improvements     
|Machinery and equipment        
|Office equipment               
|Total                          
|Less accumulated depreciation  
|Depreciated cost               
|Construction in process        
|Land                           
|Loss on equip held for disposal
|Total plant and equipment      
|                               
|OTHER ASSETS                   
|Prepaid pension expense        
|Other                          
|Total other assets             
|                               
|Total assets                   

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|THE STANDARD REGISTER COMPANY              
|-------------------------------------------
|BALANCE SHEET                              
|(Dollars in thousands)                     
|                                           
|LIABILITIES AND SHAREHOLDERS' EQUITY       
|                                           
|CURRENT LIABILITIES                        
|Current portion of long-term debt          
|Accounts payable                           
|Accrued compensation                       
|Accrued other expense                      
|Customer deposits                          
|Deferred service contract income           
|Accrued restructuring                      
|Total current liabilities                  
|                                           
|LONG-TERM LIABILITIES                      
|Long-term debt                             
|Deferred compensation                      
|Retiree healthcare                         
|Deferred income taxes                      
|Other long-term liabilities                
|Total long-term liabilities                
|                                           
|SHAREHOLDERS' EQUITY                       
|Common stock, $1.00 par value              
|24,789,574 shares issued                   
|24,704,329 shares issued                   
|Class A stock, $1.00 par value             
|4,725,00 shares issued                     
|Capital in excess of par value             
|Accumulated other comprehensive losses     
|Retained earnings                          
|Treasury stock, at cost                    
|1,797,150 shares                           
|1,748,082 shares                           
|Unearned compensation                      
|Common stock held in grantor trust, at cost
|115,708 shares at cost                     
|105,443 shares at cost                     
|Total shareholders' equity                 
|                                           
|Total liabilities and shareholders' equity 
|-6-                                        

|THE STANDARD REGISTER COMPANY                                              
|---------------------------------------------------------------------------
|STATEMENT OF CASH FLOWS                                                    
|(Dollars in thousands)                                                     
|                                                                           
|                                                                           
|                                                                           
|                                                                           
|CASH FLOWS FROM OPERATING ACTIVITIES                                       
|Net (loss) income                                                          
|                                                                           
|Add items not affecting cash:                                              
|Depreciation and amortization                                              
|Loss (gain) on sale of plant assets                                        
|Asset impairment                                                           
|Restructuring charges                                                      
|Net change to investments                                                  
|Net change to deferred income taxes                                        
|Net change to deferred compensation                                        
|                                                                           
|Increase/(decrease) in cash arising from changes in assets and liabilities:
|Accounts receivable                                                        
|Inventories                                                                
|Other assets                                                               
|Prepaid pension                                                            
|Accounts payable and accrued expenses                                      
|Accrued restructuring expenses                                             
|Income taxes payable                                                       
|Customer deposits                                                          
|Deferred service income                                                    
|Net adjustments                                                            
|Net cash provided by operating activities                                  
|                                                                           
|CASH FLOWS FROM INVESTING ACTIVITIES                                       
|Proceeds from sale of plant assets                                         
|Additions to plant and equipment                                           
|Investment in VeriCode                                                     
|Net cash used in investing activities                                      
|                                                                           
|CASH FLOWS FROM FINANCING ACTIVITIES                                       
|Payments on longterm debt                                                  
|Proceeds from issuance of common stock                                     
|Redemption of common stock                                                 
|Dividends paid                                                             
|Net cash used in financing activities                                      
|                                                                           
|NET INCREASE (DECREASE) IN CASH AND                                        
|CASH EQUIVALENTS                                                           
|                                                                           
|Cash and cash equivalents, beginning                                       
|                                                                           
|CASH AND CASH EQUIVALENTS, ENDING                                          
|-7-                                                                        

THE STANDARD REGISTER COMPANY

FORM 10-Q

For the Quarter Ended July 1, 2001

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

Significant Events

Restructuring

In order to establish a strong foundation for growth in profitability, the Company previously announced
that it will eliminate an estimated $230 - $250 million of low margin revenue that does not provide an
adequate return on assets and overhead employed.  In concert with this action, the workforce and
production capacity will be reduced by approximately 30%, generating $125 million in projected annual
cost savings.

To date, 21 production facilities have been closed and the  workforce has been reduced by 1,600 people.
In addition, 110 sales offices and 21 warehouses have been consolidated into other locations.  During the
quarter, the Company spent $1.4 million after tax in implementing the restructuring plan.  This expense is
primarily for equipment and personnel relocations from closed facilities.  The Company anticipates
approximately $3 million in additional expense after tax related to the implementation of the Plan
throughout the rest of 2001.

Reorganization

In the Reorganization phase, The Company is in the process of changing from a single functional
organizational structure to four strategic business units (SBU's) with distinct profiles and missions.  The
four SBU's will be Document Management, Fulfillment Services, Labels and Label Systems, and
SMARTworks.com.  Each strategic business unit will be responsible for its own sales, marketing,
manufacturing,  distribution, and administrative functions.  Document Management will manage the
traditional business to sustain value, incubate new investment opportunities, and help our customers
migrate selected printed documents to Electronic Document Management Systems.  Fulfillment Services,
Labels and Label Systems, and SMARTworks.com will pursue significant growth opportunities in their
respective markets.

These organizational changes will continue to take place during 2001 and the Company expects to report
along these segments no later than the first quarter 2002.

Performance Improvement

This phase of the plan deals with improving operating performance through a series of initiatives
including intensifying account management, reducing the cost of quality, reducing working capital and
implementing new incentive plans.  The phase will center around using Six Sigma business processes to
improve performance and increase customer satisfaction.  The Company will make a significant
investment in people and training in order to implement the process over the next two years.

Growth Initiatives

The growth initiatives are expected to increase the Company's revenue from higher growth markets.
Identified growth initiatives that will kick off in 2001 include Distribution Labels, Document Consulting,
Fulfillment Services and E-Procurement.

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THE STANDARD REGISTER COMPANY

FORM 10-Q

For the Quarter Ended July 1, 2001

Results of Operations

The Company announced its restructuring plan in January 2001.  The discussion of second quarter 2001
results is presented here primarily in the context of the expected pattern of 2001 quarterly operating
earnings that flow from the restructuring actions. Since the elimination of low margin accounts will
generally precede cost reductions, the Company expected first and second quarter 2001 operating
earnings to be relatively low in relation to prior periods (first and second quarter 2000 net operating
results, excluding restructuring, were $.31 and $.38 per share, respectively).  The expectation for the
third quarter 2001 was for improved earnings in relation to the first and second quarters.  The announced
target for fourth quarter 2001 net profit was $.45 per share, excluding restructuring costs, which would
represent a 35% increase over the average operating result for 2000.

The first and second quarters of the year were significantly impacted by restructuring charges and other
non-recurring adjustments, as indicated in the table below.

|                                | 2Q01        |          |              
|------------------------------- | ----------- | -------- | -------------
|                                | Reported    | Non-Oper | Operating    
|                                | $ Mil       | % Rev    | $ Mil        
|Revenue                         | 294.8       | 100.0%   | 8.8          
|% Change                        | -8.2%       |          |              
|                                |             |          |              
|Cost of Products Sold           | 193.5       | 65.6%    | 13.3         
|Gross Margin                    | 101.3       | 34.4%    | -4.5         
|                                |             |          |              
|SG&A Expenses                   | 80.2        | 27.2%    |              
|EBITDA                          | 21.1        | 7.2%     | -4.5         
|                                |             |          |              
|Depreciation & Amortization     | 12.5        |          |              
|Interest Expense                | 3.2         |          |              
|EBT                             | 5.4         | 1.8%     | -4.5         
|                                |             |          |              
|Income Tax                      | 2.1         |          | -1.8         
|Net Profit Before Restructuring | 3.3         | 1.1%     | -2.7         
|Earnings Per Share              | $0.12       |          | -$0.10       
|                                |             |          |              
|Restructuring After Tax         | -1.4        |          | -1.4         
|Total Net Profit                | 1.9

====== |          | -4.1

=======
|Earnings Per Share              | $0.07       |          | -$0.15       

Total reported net profit for the second quarter was $1.9 million or $.07 per share.   The quarter's results
were reduced by after tax restructuring expenses and other adjustments of $1.4 million and $2.7 million,
respectively.

The restructuring expense of $1.4 million after tax represents costs not chargeable to the first quarter
restructuring accrual, such as the cost of moving manufacturing equipment from closed facilities to plants
remaining open.

-9-

THE STANDARD REGISTER COMPANY

FORM 10-Q

For the Quarter Ended July 1, 2001

The $2.7 million in after tax adjustments was comprised of three non-operating items.  First, a cutoff error
at the end of last year resulted in an $8.8 million understatement of revenue.  Second, the value of finished
goods was reduced by $21.4 million as a result of the accumulation of many individually small transactional
errors that were traced as far back as January 1998 when a new cost system was installed.  Third, the
Company changed an accounting procedure to provide for the proper matching of cost to revenue for
warehousing services.  Previously, cost was reported up front, as incurred, instead of being matched to
revenue as the stored product was shipped from the warehouse and invoiced.  The effects of these
adjustments are summarized below:

|                         |         |  | Cost of    |  | Gross 
|------------------------ | ------- |  | ---------- |  | ------
|($Millions)              | Revenue |  | Goods Sold |  | Margin
|Revenue Cutoff           | 8.8     |  |            |  | 8.8   
|Finished Goods Inventory |         |  | 21.4       |  | -21.4 
|Costing Policy Change    |         |  | -8.1       |  | 8.1   
|Total Pretax             | 8.8     |  | 13.3       |  | -4.5  
|                         |         |  |            |  |       
|After Tax                |         |  |            |  | -.2.7 

Excluding these non-operating items, net income for the second quarter was $6.0 million or $.22 per share.
This result was in line with the first quarter 2001's $5.9 million, $.22 per share net operating result and met
management's expectations.

As expected, revenue in the second quarter was below both the second quarter of the prior year and the first
quarter of the current year, primarily as a result of the on-going elimination of low margin business.  The
Company expects further revenue reductions in the third and fourth quarters.  Although difficult to predict
with precision, management believes its original estimate remains reasonable that revenue reductions would
total $230 - $250 million on an annualized basis by year-end.

The second quarter gross margin (before adjustments) was $106 million, down $9 million from the first
quarter figure.  Fixed manufacturing costs were lower, but the lower revenue and residual clean-up costs at
plants being closed accounted for the net margin reduction.

SG&A expenses continued to come down, dropping $8 million below the first quarter level as a result of
personnel and other expense cuts.  Depreciation was $1 million lower, a reflection of fewer fixed assets in
operation.  Interest expense was essentially unchanged.

Overall, at the midpoint of the year, management believes it is on track to achieve its stated 4thquarter
earnings goal.

-10-

THE STANDARD REGISTER COMPANY

FORM 10-Q

For the Quarter Ended July 1, 2001

Liquidity and Capital Resources

The balance of Cash, Cash Equivalents, and Short-term Investments increased $11 million during the
quarter to $100 million.  Debt remained at $203 million.  Netting the $100 million of cash against total
debt of $203 million produces a "net debt" to "total net capital" ratio of 19.8%.  The increase in cash was
driven by reduced working capital, primarily inventories, and relatively light capital spending.  Capital
expenditures were $5 million for the quarter and $12 million for the first six months.  The rate of capital
spending is expected to increase in the second half of the year, but the year's total expenditures will be
well below historical levels.

Effective May 11, 2001, the Company executed a new revolving credit agreement to replace its previous
agreement.  In the new agreement, 10 banks provided a four-year commitment of up to $170 million and
a one-year commitment (plus a one-year term loan extension at the Company's option), of up to $85
million.  The interest rate swap, which matures January 2003, remained in place and had a notional
amount of $200 million at July 1, 2001.  As a result of the higher spread over LIBOR in the new
agreement, the Company will incur a 56 basis point increase in the effective interest rate over the balance
of the interest rate swap period, bringing the all-in, fully-drawn rate during that period to 6.65%.  The
Company accounts for the swap as a cash flow hedge whereby the fair value of the swap is reflected in
other long term liabilities in the accompanying consolidated balance sheet with the offset recorded as
accumulated other comprehensive income (loss). At July 1, 2001, the fair value of the swap was $4.6
million.

The Company believes that the combination of internally generated funds, existing cash reserves, and
available credit will be sufficient to finance its operations over the next year.

Forward-Looking Statements

This report includes forward-looking statements covered by the safe harbor provisions of The Private
Securities Litigation Reform Act of 1995.   These statements involve important assumptions, risks,
uncertainties and other factors that could cause the Company's actual results for fiscal year 2000 and
beyond to differ materially from those expressed in such forward-looking statements.  Factors that could
cause materially different results include product demand and market acceptance, the frequency and
magnitude of raw material price changes, the effect of economic conditions, competitive activities, and
other risks described in the Company's filings with The Securities and Exchange Commission.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

There have been no material changes in market risk since the quarter ended July 1, 2001.

-11-

THE STANDARD REGISTER COMPANY

FORM 10-Q

For the Quarter Ended July 1, 2001

PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

There have been no material legal proceedings within the reporting period that the Company has been
involved with beyond those conducted in a normal course of business.

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

The Company's Annual Meeting of Shareholders was held April 18, 2001.

Following is the result of voting by the Shareholders regarding fixing and determining the number of
Directors to be eight:

| |  | IN FAVOR   |  | OPPOSED |  | ABSTAINED
| |  | ---------- |  | ------- |  | ---------
| |  | 44,506,314 |  | 380,909 |  | 41,406   

As a result of voting of the Shareholders, the following were elected to the Company's Board of
Directors to hold office for the ensuing year:

| | NOMINEE              |  |  |            | IN FAVOR |         | WITHHELD
| | -------------------- |  |  | ---------- | -------- | ------- | --------
| | Roy W. Begley, Jr.   |  |  | 44,805,949 |          | 122,680
| | F. David Clarke, III |  |  | 44,754,373 |          | 174,256
| | Paul H. Granzow      |  |  | 44,012,624 |          | 916,005
| | Graeme G. Keeping    |  |  | 44,790,655 |          | 137,974
| | Dennis L. Rediker    |  |  | 44,002,417 |          | 926,212
| | Ann Scavullo         |  |  | 44,806,280 |          | 122,349
| | John J. Schiff, Jr.  |  |  | 44,807,969 |          | 120,660
| | John Q. Sherman, II  |  |  | 44,803,305 |          | 125,324

Following is the result of voting by the Shareholders regarding selection of Battelle & Battelle LLP as
the Company's Auditors for the year 2001:

| | IN FAVOR   |  | OPPOSED |  | ABSTAINED
| | ---------- |  | ------- |  | ---------
| | 44,890,487 |  | 21,195  |  | 16,947   

-12-

THE STANDARD REGISTER COMPANY

FORM 10-Q

For the Quarter Ended July 1, 2001

ITEM 5.  OTHER INFORMATION

None.

ITEM 6 - EXHIBITS AND REPORTS ON FORM 8K

a) Reports on Form 8K

Form 8K was not filed within the reporting period.

b) Material Contacts

The Exhibit listed below is filed as part of this Form 10-Q.

Included in this filing is the Credit Agreement between the Company and the following banking
institutions: KeyBank National Association, The Chase Manhattan Bank, National City Bank, The Fifth
Third Bank, The Bank of New York, Bank One Michigan, Firstar Bank N.A., Harris Trust and Savings
Bank, Bank of America N.A., and Standard Federal Bank.

-13-

THE STANDARD REGISTER COMPANY

FORM 10-Q

For the Quarter Ended July 1, 2001

SIGNATURE

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

August 13, 2001

|/S/ C. J. Brown | By C. J. Brown, Sr. Vice President, Administration, Treasurer
|--------------- | -------------------------------------------------------------
|                | Chief Financial Officer, and Chief Accounting Officer        

-14-