<PAGE>

                                                                 Exhibit 10.31.1


            FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT

         THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this
"Amendment") is made as of the 21st day of June, 2002, by and among CADMUS
COMMUNICATIONS CORPORATION (the "Borrower"), WACHOVIA BANK, NATIONAL ASSOCIATION
(formerly known as First Union National Bank and successor by merger to Wachovia
Bank, N.A.), as Agent and as a Bank, BANK OF AMERICA, N.A., FLEET NATIONAL BANK,
SUNTRUST BANK, NATIONAL CITY BANK, and CREDIT LYONNAIS NEW YORK BRANCH
(collectively referred to herein as the "Banks"), CADMUS JOURNAL SERVICES, INC.,
PORT CITY PRESS, INC., WASHBURN GRAPHICS, INC., and MACK PRINTING COMPANY
(collectively referred to herein as the "Guarantors").

                                R E C I T A L S:
                                ----------------

                  The Borrower, the Agent and the Banks have entered into a
certain Amended and Restated Credit Agreement dated June 21, 2001 (the "Credit
Agreement"). Capitalized terms used in this Amendment which are not otherwise
defined in this Amendment shall have the respective meanings assigned to them in
the Credit Agreement.

                  The Guarantors have executed or otherwise become a party to a
certain Guaranty Agreement dated as of June 21, 2001 (the "Guaranty").

                  The Borrower and Guarantors have requested the Agent and the
Banks to amend the Credit Agreement upon the terms and conditions hereinafter
set forth.

                  NOW, THEREFORE, in consideration of the Recitals and the
mutual promises contained herein and for other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the Borrower, the
Agent and the Banks, intending to be legally bound hereby, agree as follows:

                  SECTION 1.  Recitals.  The Recitals are  incorporated  herein
by reference  and shall be deemed to be a part of this Amendment.

                  SECTION 2.  Amendment.  The Credit Agreement is hereby amended
as set forth in this Section 2.

                  SECTION 2.1 Amendments to Definition. The following definition
is hereby amended and restated in its entirety to read as follows:

                  "Consolidated EBITDA" means, for any period, the sum of (a)
                  Consolidated Net Income for such period, (b) taxes on income
                  of the Borrower and its Consolidated Subsidiaries for such
                  period to the extent

<PAGE>
                  deducted in determining Consolidated Net Income for such
                  period, (c) Consolidated Interest Expense for such period, (d)
                  book depreciation expenses of the Borrower and its
                  Consolidated Subsidiaries for such period, (e) amortization of
                  intangible assets of the Borrower and its Consolidated
                  Subsidiaries for such period, (f) non-cash book losses not to
                  exceed $2,000,000 in the aggregate associated with the
                  disposal of machinery, equipment and real estate of the
                  Borrower and its Consolidated Subsidiaries, and (g) non-cash
                  charges not to exceed $298,000 in the aggregate incurred in
                  connection with the permanent reduction of the Revolving
                  Credit Commitment pursuant to Section 2.07, all determined
                  with respect to the Borrower and its Consolidated Subsidiaries
                  on a consolidated basis for such period and in accordance with
                  GAAP. In determining Consolidated EBITDA for any period, (i)
                  any Consolidated Subsidiary acquired during such period by the
                  Borrower or any other Consolidated Subsidiary shall be
                  included on a pro forma, historical basis as if it had been a
                  Consolidated Subsidiary during such entire period, (ii) any
                  amounts which would be included in a determination of
                  Consolidated EBITDA for such period with respect to assets
                  acquired during such period by the Borrower or any
                  Consolidated Subsidiary shall be included in the determination
                  of Consolidated EBITDA for such period and the amount thereof
                  shall be calculated on a pro forma, historical basis as if
                  such assets had been acquired by the Borrower or such
                  Consolidated Subsidiary prior to the first day of such period,
                  (iii) any Consolidated Subsidiary sold during such period by
                  the Borrower or any other Consolidated Subsidiary shall be
                  excluded as if it had not been a Consolidated Subsidiary at
                  any time during such period, and (iv) any amounts which would
                  be otherwise included in a determination of Consolidated
                  EBITDA for such period with respect to assets sold or
                  otherwise disposed of during such period by the Borrower or
                  any Consolidated Subsidiary shall be excluded in the
                  determination of Consolidated EBITDA for such period and the
                  amount excluded shall be calculated as if such assets had been
                  sold or otherwise disposed of by the Borrower or such
                  Consolidated Subsidiary prior to the first day of such period.

                  SECTION 2.2 Amendment to Section 2.08(b)(2). Section
2.08(b)(2) of the Credit Agreement is hereby amended and restated in its
entirety to read as follows:

                           (2) In the event and on each occasion of a sale,
                  lease, transfer or other disposition by the Borrower or any
                  Subsidiary of any real or personal property (including,
                  without limitation, the sale or other transfer of
                  Securitization Assets and the sale, lease, transfer or other
                  disposition of assets pursuant to a Sale/Leaseback
                  Transaction) resulting in Net Disposition Proceeds that, when
                  aggregated with all other Net Disposition Proceeds received by

                                       2

<PAGE>

                  the Borrower or any Subsidiary since the Closing Date, are in
                  excess of $7,000,000 (the "Disposition Threshold"), then
                  simultaneously with each such sale, lease, transfer or other
                  disposition, the Borrower shall immediately give the notice
                  required by Section 2.08(c), and on the date which is three
                  Euro-Dollar Business Days after the date of receipt of such
                  Net Disposition Proceeds, the Revolving Credit Commitments
                  shall be automatically reduced in accordance with Section
                  2.08(b)(4) in an amount equal to 100% of the Net Disposition
                  Proceeds to the extent such Net Disposition Proceeds are in
                  excess of the Disposition Threshold and the Revolving Credit
                  Availability shall be reduced in an amount equal to 100% of
                  the Net Disposition Proceeds to the extent such Net
                  Disposition Proceeds are in excess of the Disposition
                  Threshold. Notwithstanding anything contained herein to the
                  contrary, the Revolving Credit Commitments and Revolving
                  Credit Availability shall not be reduced pursuant to this
                  Section 2.08(b)(2) by the proceeds from the sale, lease,
                  transfer or other disposition by the Borrower or any
                  Subsidiary of (A) any real or personal property resulting in
                  Net Disposition Proceeds in an amount less than $1,000,000,
                  (B) the Tapsco manufacturing/composition facility in Akron,
                  Pennsylvania or (C) the warehouse facility on Manheim Pike in
                  Lancaster, Pennsylvania, so long as an amount equal to the Net
                  Disposition Proceeds of any disposition described in clauses
                  (A), (B) or (C) is invested in manufacturing and production
                  fixed assets within 90 days of receipt. The Borrower covenants
                  and agrees that: (1) 100% of the gross proceeds payable to the
                  Borrower or any Subsidiary in connection with any sale or
                  other transfer of Securitization Assets shall be in cash or a
                  Cash Equivalent or an increase in the principal balance of a
                  Purchase Money Note; and (2) no less than 80% of the gross
                  proceeds payable to the Borrower or any Subsidiary in
                  connection with any sale, lease, transfer or other disposition
                  of any real or personal property which is not permitted under
                  Section 6.13 (but has been approved by the Required Banks)
                  shall be in cash or a Cash Equivalent and received at the time
                  of such disposition.

                  SECTION 2.3 Amendment to Section 3.02.  Section 3.02 of the
Credit  Agreement is hereby amended and restated in its entirety to read as
follows:

                            SECTION 3.02 Types and Amounts. The Letter of Credit
                  Issuer shall have no obligation to issue any Letter of Credit
                  at any time:

                                       (a) if the aggregate maximum amount then
                            available for drawing under Letters of Credit, after
                            giving effect to the issuance of the requested
                            Letter of Credit, shall exceed any limit imposed by
                            law or regulation upon the Letter of Credit Issuer;

                                       (b) if, after giving effect to the
                            issuance of the requested Letter of Credit, (i) the
                            aggregate Letter of Credit Obligations would exceed
                            $5,000,000, or (ii) the conditions set forth in
                            Section 2.01 would not be satisfied; or

                                       3

<PAGE>

                                       (c) which has an expiration date (i) more
                            than one (1) year after the date of issuance or (ii)
                            after the Revolving Credit Maturity Date.

                  SECTION 2.4 Amendment to Section 6.03 (Maximum Total Leverage
Ratio). Section 6.03 of the Credit Agreement is hereby amended and restated in
its entirety to read as follows:

                          SECTION 6.03. Maximum Total Leverage Ratio. The
                  Borrower shall not suffer or permit the Total Leverage Ratio
                  at any time during each period set forth in the chart below to
                  exceed the applicable ratio set forth opposite such period.

<TABLE>
<CAPTION>
                                   Fiscal Quarter Ending
                                    During the Period:                   Total Leverage Ratio:
                           -----------------------------------------------------------------------
<S>     <C>
                               Closing Date through 09/30/01                  3.85 to 1.00
                                 10/01/01 through 12/31/01                    3.90 to 1.00
                                 01/01/02 through 12/31/02                    3.75 to 1.00
                                  01/01/03 and thereafter                     3.50 to 1.00
</TABLE>

                  SECTION 2.5 Amendment to Section 6.05 (Minimum Consolidated
Net Worth). Section 6.05 of the Credit Agreement is hereby amended and restated
in its entirety to read as follows:

                          SECTION 6.05 Minimum Consolidated Net Worth.
                  Consolidated Net Worth will at no time be less than the amount
                  determined by the following computation: (1) 90% of
                  Consolidated Net Worth, determined as of March 31, 2001 (such
                  90% of Consolidated Net Worth being equal to $100,050,300);
                  plus (2) the sum of (i) 100% of the cumulative Net Proceeds of
                  Capital Stock received during any period after the Closing
                  Date, calculated quarterly, and (ii) 100% of the cumulative
                  Reported Net Income of the Borrower and its Consolidated
                  Subsidiaries during any period after March 31, 2001 (taken as
                  one accounting period), but, for purposes of calculating
                  cumulative Reported Net Income under this clause (ii),
                  excluding any quarter in which Reported Net Income is
                  negative; minus (3) any Restricted Payments made during such
                  period to the extent permitted by Section 6.31, calculated
                  quarterly; minus (4) the after-tax charges of the Borrower for
                  restructuring charges incurred during the Fiscal Quarter
                  ending June 30, 2001 (not to exceed $1,500,000); and minus (5)
                  the non-cash charges (not to exceed $50,000,000) incurred by
                  the Borrower upon the adoption of Financial Accounting
                  Standards Board Statement No. 142.

                         Notwithstanding the foregoing, for the purposes of
                  calculating cumulative Reported Net Income in clause (ii)
                  above for the quarter in which the Borrower shall have adopted
                  Financial Accounting Standards Board Statement No. 142, the

                                       4

<PAGE>

                  non-cash charges described in clause (5) above shall be
                  excluded from the calculation of Reported Net Income in clause
                  (ii) above.

                  SECTION 2.6 Amendment to Section 6.10.  Section 6.10 of the
Credit  Agreement is hereby amended and restated in its entirely to read as
follows:

                           SECTION 6.10 Limitation on Debt. The Borrower shall
                  not, nor shall it permit any Subsidiary to, incur, create,
                  issue, assume or permit to exist any Consolidated Senior Debt
                  other than (a) Consolidated Senior Debt reflected on the
                  financial statements referred to in Section 5.04(a) for the
                  Fiscal Quarter ended March 31, 2001 and any and all extensions
                  and renewals of such Consolidated Senior Debt so long as the
                  principal amount thereof is not increased, (b) Consolidated
                  Senior Debt set forth on Schedule 6.10 hereto and any and all
                  extensions and renewals of such Consolidated Senior Debt so
                  long as the principal amount thereof is not increased, (c)
                  Consolidated Senior Debt arising under letters of credit in a
                  maximum aggregate face amount of $5,000,000, at any time
                  outstanding, which letters of credit secure the potential
                  obligations and liabilities of the Borrower and its
                  Subsidiaries in connection with workers compensation claims;
                  (d) Consolidated Senior Debt arising under letters of credit
                  in a maximum aggregate face amount of $5,000,000, at any time
                  outstanding, which letters of credit secure the potential
                  obligations and liabilities of the Borrower and its
                  Subsidiaries in connection with the purchase of production
                  equipment during the manufacture and delivery of such
                  equipment; (e) Consolidated Senior Debt in a maximum amount of
                  $5,000,000, at any time outstanding, arising under capital
                  leases; and (f) Securitization Facility Attributed Debt
                  incurred in connection with a Permitted Securitization.

                  SECTION 3. Amendments to Commitments. The parties hereto agree
that the aggregate Revolving Credit Commitment shall be permanently reduced to
$78,000,000 pursuant to Section 2.07 of the Credit Agreement. Each Bank's
Revolving Credit Commitment, reduced as applicable, is set forth opposite the
name of such Bank on the signature page hereof.

                  SECTION 4. Conditions to  Effectiveness.  The effectiveness of
this Amendment and the obligations of the Banks hereunder are subject to the
following conditions:

                  (a) receipt  by the Agent from each of the  parties  hereto of
         a duly  executed  counterpart  of this  Amendment signed by the
         Borrower, the Guarantors, and the Required Banks;

                  (b) receipt by the Agent from the Borrower for the ratable
         account of the Banks executing this Amendment of fees in an amount
         equal to 0.15% times the aggregate amount of the Revolving Credit
         Commitments, as hereby amended, on the date of this Amendment;

                  (c) receipt  by the  Agent  from the  Borrower  of any and all
         fees to be paid by the  Borrower  to the Agent in connection with this
         Amendment; and

                                       5

<PAGE>

                  (d) the fact that the representations and warranties of the
         Borrower contained in Section 6 of this Amendment shall be true on and
         as of the date hereof.

                  SECTION 5. No Other Amendment. Except for the amendments set
forth above, the text of the Credit Agreement shall remain unchanged and in full
force and effect. This Amendment is not intended to effect, nor shall it be
construed as, a novation. The Credit Agreement and this Amendment shall be
construed together as a single agreement. Nothing herein contained shall waive,
annul, vary or affect any provision, condition, covenant or agreement contained
in the Credit Agreement, except as herein amended, nor affect nor impair any
rights, powers or remedies under the Credit Agreement as hereby amended. The
Banks and the Agent do hereby reserve all of their rights and remedies against
all parties who may be or may hereafter become secondarily liable for the
repayment of the Notes. The Borrower promises and agrees to perform all of the
requirements, conditions, agreements and obligations under the terms of the
Credit Agreement, as heretofore and hereby amended, the Credit Agreement, as
amended, being hereby ratified and affirmed. The Borrower hereby expressly
agrees that the Credit Agreement, as amended, is in full force and effect.

                  SECTION 6. Representations  and Warranties.  The Borrower
hereby  represents and warrants to each of the Banks as follows:

                  (a) No Default or Event of Default, nor any act, event,
condition or circumstance which with the passage of time or the giving of
notice, or both, would constitute an Event of Default, under the Credit
Agreement or any other Loan Document has occurred and is continuing unwaived by
the Banks on the date hereof.

                  (b) The Borrower and Guarantors have the power and authority
to enter into this Amendment and to do all acts and things as are required or
contemplated hereunder to be done, observed and performed by them.

                  (c) This Amendment has been duly authorized, validly executed
and delivered by one or more authorized officers of the Borrower and Guarantors
and constitutes a legal, valid and binding obligation of the Borrower, and each
Guarantor enforceable against it in accordance with its terms, provided that
such enforceability is subject to general principles of equity.

                  (d) The execution and delivery of this Amendment and the
performance of the Borrower and Guarantors hereunder do not and will not require
the consent or approval of any regulatory authority or governmental authority or
agency having jurisdiction over the Borrower or any Guarantor, nor be in
contravention of or in conflict with the articles of incorporation or bylaws of
the Borrower, or any Guarantor, or the provision of any statute, or any
judgment, order or indenture, instrument, agreement or undertaking, to which the
Borrower, or any Guarantor is party or by which the assets or properties of the
Borrower and Guarantors are or may become bound.

                                       6

<PAGE>

                  SECTION 7. Counterparts.  This  Amendment  may be executed in
multiple  counterparts,  each of which shall be deemed to be an original and all
of which, taken together, shall constitute one and the same agreement.

                  SECTION 8. Governing  Law. This  Amendment  shall be construed
in accordance  with and governed by the laws of the State of Georgia.

                  SECTION 9. Consent by Guarantors. The Guarantors consent to
the foregoing amendments. The Guarantors promise and agree to perform all of the
requirements, conditions, agreements and obligations under the terms of the
Guaranty and Indemnity, Subrogation and Contribution Agreement, said Guaranty
and Indemnity, Subrogation and Contribution Agreement being hereby ratified and
affirmed. The Guarantors hereby expressly agree that the Guaranty and Indemnity,
Subrogation and Contribution Agreement are in full force and effect.

                  SECTION 10. Effective Date.  This Amendment shall be effective
as of June 21, 2002.


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                                       7

<PAGE>

         IN WITNESS WHEREOF, the parties hereto have executed and delivered, or
have caused their respective duly authorized officers or representatives to
execute and deliver, this Amendment as of the day and year first above written.

                                   BORROWER:

                                   CADMUS COMMUNICATIONS CORPORATION

                                   By: /s/ Stephen E. Hare
                                       -----------------------------------------
                                   Name: Stephen E. Hare
                                         ---------------------------------------
                                   Title: Executive VP and CFO
                                        ----------------------------------------




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<PAGE>

Revolving Credit Commitment:       WACHOVIA  BANK,  NATIONAL  ASSOCIATION
                                   (formerly known as First Union National Bank
$32,175,000                        and successor by merger to Wachovia Bank,
                                   N.A.), as Agent and as a Bank


                                   By: /s/ Anne L. Sayles
                                      ------------------------------------------
                                   Name: Anne L. Sayles
                                        ----------------------------------------
                                   Title: Director
                                         ---------------------------------------

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<PAGE>

Revolving Credit Commitment:            BANK OF AMERICA, N.A.

$14,625,000

                                        By: /s/ Robert Mauriello
                                            ------------------------------------
                                        Name:  Robert Mauriello
                                             -----------------------------------
                                        Title: Principal
                                              ----------------------------------

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<PAGE>

Revolving Credit Commitment:           FLEET NATIONAL BANK

$9,750,000

                                       By: /s/ C. A. Gaysunas, Jr.
                                           -------------------------------------
                                       Name: C. A. Gaysunas, Jr.
                                            ------------------------------------
                                       Title: Vice President
                                             -----------------------------------

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<PAGE>

Revolving Credit Commitment:            SUNTRUST BANK

$5,850,000

                                        By: /s/ Mark A. Flatin
                                           -------------------------------------
                                        Name: Mark A. Flatin
                                             -----------------------------------
                                        Title: Director
                                              ----------------------------------

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<PAGE>

Revolving Credit Commitment:             NATIONAL CITY BANK

$5,850,000

                                         By: /s/ Kelly L. Moyer
                                            ------------------------------------
                                         Name: Kelly L. Moyer
                                              ----------------------------------
                                         Title: Vice President
                                               ---------------------------------

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<PAGE>

Revolving Credit Commitment:              CREDIT LYONNAIS NEW YORK BRANCH

$9,750,000

                                          By: /s/ Scott R. Chappelka
                                             -----------------------------------
                                          Name: Scott R. Chappelka
                                               ---------------------------------
                                          Title: Vice President
                                                --------------------------------

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<PAGE>

                                          GUARANTORS:

                                          CADMUS JOURNAL SERVICES, INC.


                                          By:/s/ Stephen E. Hare
                                             -----------------------------------
                                          Name: Stephen E. Hare
                                                --------------------------------
                                          Title: Vice President and CFO
                                                 -------------------------------


                                          MACK PRINTING COMPANY


                                          By:/s/ Stephen E. Hare
                                             -----------------------------------
                                          Name: Stephen E. Hare
                                                --------------------------------
                                          Title: Vice President and CFO
                                                 -------------------------------


                                          PORT CITY PRESS, INC.


                                          By:/s/ Stephen E. Hare
                                             -----------------------------------
                                          Name: Stephen E. Hare
                                                --------------------------------
                                          Title: Vice President and CFO
                                                 -------------------------------



                                          WASHBURN GRAPHICS, INC.


                                          By:/s/ Stephen E. Hare
                                             -----------------------------------
                                          Name: Stephen E. Hare
                                                --------------------------------
                                          Title: Vice President and CFO
                                                 -------------------------------