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 April 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 May 8, 2001
|------------------------------ |  | -----------------------------
|Common stock, $1.00 par value  |  | 22,866,142 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 April 1, 2001

INDEX

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

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THE STANDARD REGISTER COMPANY

FORM 10-Q

For the Quarter Ended April 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                        
|                                                
|LOSS BEFORE INCOME TAXES                        
|Income tax benefit                              
|                                                
|NET LOSS                                        
|                                                
|                                                
|Average number of shares outstanding - basic    
|Average number of shares outstanding - diluted  
|                                                
|EARNINGS PER SHARE DATA - BASIC                 
|Net loss                                        
|                                                
|EARNINGS PER SHARE DATA - DILUTED               
|Net loss                                        
|                                                
|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      
|Trading securities             
|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              
|24,764,507 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
|106,832 shares                             
|105,443 shares                             
|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                                                                   
|                                                                           
|Add items not affecting cash:                                              
|Depreciation and amortization                                              
|Loss (gain) on sale of plant assets                                        
|Asset impairment                                                           
|Restructuring charges                                                      
|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                                                                
|Prepaid income taxes                                                       
|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                                           
|Net cash used in investing activities                                      
|                                                                           
|CASH FLOWS FROM FINANCING ACTIVITIES                                       
|Payments on long-term debt                                                 
|Proceeds from issuance of common stock                                     
|Purchase of Treasury Stock                                                 
|Dividends paid                                                             
|Net cash used in financing activities                                      
|NET INCREASE 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 April 1, 2001

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

AND RESULTS FROM OPERATIONS

Significant Events

On January 25, 2001, the Company announced a Renewal Plan designed to recover the market value of
the Company and establish a platform for long-term earnings growth and shareholder return.  The Plan
consists of four phases:  Restructuring, Reorganization, Performance Improvement and Growth
Initiatives.

Restructuring

In order to establish a strong foundation for growth in profitability, the Company 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, 11 production facilities have been closed and the workforce has been reduced by 1,030 people.
In addition, 21 sales offices and eight warehouses have been consolidated into other locations.  The
restructuring actions will be completed by year-end.  These actions resulted in a pre-tax charge of $113
million, or $2.44 per share after tax.  The $113 million consisted of asset write-downs of $42 million,
other non-cash costs of $19 million and cash closing costs of $52 million.  Annual savings will recover
the cash closing costs in approximately one year. The Company also anticipates approximately $8
million of expense related to the implementation of the Plan throughout the rest of 2001.

Reorganization

In the Reorganization phase, The Company will change from a single functional organizational structure
to four strategic business units with distinct profiles and missions, including Document Management,
Fulfillment, Labels, and SMARTworks.com.  Each strategic business unit will evolve into an
independent organization responsible for its own sales, marketing, manufacturing,  distribution, and
administrative functions in order to accomplish its distinct mission.  Document Management will
manage the traditional business to sustain value while incubating new opportunities and helping our
customers migrate selected printed documents to Electronic Document Management Systems.
Fulfillment, Labels and SMARTworks.com will pursue significant growth opportunities in their
respective markets.

These organizational changes will 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
redefining 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.

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THE STANDARD REGISTER COMPANY

FORM 10-Q

For the Quarter Ended April 1, 2001

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.

Results of Operations

The net loss for the first quarter ended April 1, 2001 was $61.1 million or $2.22 per share, compared to a
net loss of $1.9 million and $.07 per share for the first quarter 2000.  These results and comparisons were
significantly impacted by restructuring actions in both periods.

Excluding restructuring, net income before restructuring was $5.9 million, or $.22 per share compared to
$8.3 million, or $.31 per share for the same period last year.

$ Millions

|                                |  |  |          |          |         |         | First Quarter Net Profit
|------------------------------- |  |  | -------- | -------- | ------- | ------- | ------------------------
|                                |  |  |          |          |         |         | 2001                    
|Net Profit before Restructuring |  |  | $    5.9 | $   8.3  | <$ 2.4>
|Restructuring (net of tax)      |  |  |          | <  67.0> | <10.2>  | < 56.8>
|Total Reported                  |  |  |          |          | <$61.1> | <$1.9>  | <$59.2>                 

Two factors were primarily responsible for the $2.4 million reduction in net income before restructuring:
lower revenue and increased investment in SMARTworks.com, Inc.

Revenue for the first quarter was $297.9 million, $16.3 million or 5.2% below the $314.2 million
reported for the first quarter 2000.  The Restructuring phase of the Renewal Plan includes the elimination
during 2001 of an estimated $230 to $250 million in annual revenue of low margin business.  In the
quarter, revenue from this low margin business was approximately $25 million lower that the
comparable quarter of 2000.  Revenue from all other sources increased $9 million, or 3%, for the quarter.

The reported gross margin from continuing operations increased from 38.2% of revenue in the first
quarter 2000 to 38.4% in the current quarter.  The first quarter 2000 results included an unfavorable
LIFO inventory charge of $2.1 million pretax.  By comparison, there was no LIFO adjustment in the
current year's first quarter.  Adjusting for the non-operating LIFO adjustment in the first quarter 2000
results in a quarter-to-quarter gross margin decrease of 0.5% in relation to revenue.  This decline is
primarily attributable to the decline in revenue.  The decline in gross margin was in line with the results
predicted by the restructuring plan, which calls for declines in revenue in advance of the related plant
closings and cost reductions.  Gross margins are expected to exceed the prior year level by the fourth
quarter of the year.

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THE STANDARD REGISTER COMPANY

FORM 10-Q

For the Quarter Ended April 1, 2001

Total selling, administrative, and R&D expenses were $1 million lower than the same period in 2000.
Overall, spending decreases of $4 million were offset by a $3 million planned increase in
SMARTworks.com, Inc.

Liquidity and Capital Resources

The balance of Cash, Cash Equivalents, and Short-term Investments increased $33 million during the
quarter to $89 million.  Debt decreased $1 million to $202 million.  Netting the $89 million of cash
against total debt of $202 million produces a "net debt" to "total net capital" ratio of 21.1%.  The
increase in cash was driven by reduced working capital, primarily accounts receivable, and relatively
light capital spending.  Capital expenditures were $6 million for the quarter.  The current outlook for the
year calls for capital spending in the $45 million to $50 million range.

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.  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 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

Effective January 1, 2001, the Company adopted Statement of Financial Accounting Standards (SFAS)
No. 133, "Accounting for Derivative Instruments and Hedging Activities," which requires companies to
record derivatives on the balance sheet as assets and liabilities, measured at fair value. Gains or losses
resulting from changes in fair value are required to be recognized in current earnings unless specific
hedging criteria are met.

The Company entered into an interest rate swap agreement to reduce the impact of potential increases on
floating rate debt. The interest rate swap, which was entered into during 1997, had a notional amount of
$200 million at April 1, 2001.  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 April 1, 2001, the
fair value of the swap was $3.8 million.

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THE STANDARD REGISTER COMPANY

FORM 10-Q

For the Quarter Ended April 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

None

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.

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SIGNATURE

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

May 15, 2001

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

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