SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                  ------------

                                    Form 10-Q
                                  ------------
(Mark One)

    (X)           QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                  THE SECURITIES EXCHANGE ACT OF 1934
                For the quarterly period ended September 30, 1999

                                       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 0-12954


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


           Virginia                                             54-1274108
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                           Identification Number)

                        6620 West Broad Street, Suite 240
                            Richmond, Virginia 23230
           (Address of principal executive offices including zip code)


               Registrant's telephone number, including area code:
                                 (804) 287-5680


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 each of the  issuer's  classes of
common stock, as of October 31, 1999.

           Class                                 Outstanding at October 31, 1999
           -----                                 -------------------------------
Common Stock, $.50 Par Value                                  9,014,188


<PAGE>
<TABLE>
                                    CADMUS COMMUNICATIONS CORPORATION AND SUBSIDIARIES
                                                           INDEX

                                                                                                             Page Number
                                                                                                             -----------

Part I.      Financial Information

             <S> <C>
             Item 1.      Financial Statements

                  Condensed Consolidated Balance Sheets --                                                        3
                  September 30, 1999 (unaudited) and June 30, 1999

                  Condensed Consolidated Statements of Income (unaudited) --                                      4
                  Three Months Ended  September 30, 1999 and 1998

                  Condensed Consolidated Statements of Cash Flows (unaudited) --                                  5
                  Three Months Ended September 30, 1999 and 1998

                  Condensed Consolidated Statements of Shareholders' Equity (unaudited)
                  September 30, 1999 (unaudited) and June 30, 1999                                                6

                  Notes to Condensed Consolidated Financial Statements (unaudited)                                7


             Item 2.      Management's Discussion and Analysis of Financial                                      10
                          Condition and Results of Operations

             Item 3.      Quantitative and Qualitative Disclosures about Market Risk                             13


Part II.     Other Information

             Item 6.      Exhibits and Reports on Form 8-K                                                       13
</TABLE>


                                       2
<PAGE>
<TABLE>
                                            PART I. FINANCIAL INFORMATION
                                            ITEM 1. FINANCIAL STATEMENTS
                                 CADMUS COMMUNICATIONS CORPORATION AND SUBSIDIARIES
                                        CONDENSED CONSOLIDATED BALANCE SHEETS
                                        (In thousands, except per share data)
<CAPTION>
                                                                                 September 30,          June 30,
                                                                                     1999                 1999
                                                                               ----------------      --------------
                                                                                (Unaudited)
<S>                                                                          <C>                    <C>
ASSETS
Current assets:
   Cash and cash equivalents                                                 $         7,070        $      5,068
   Accounts receivable, less allowance for doubtful accounts                          83,856              92,532
   Inventories                                                                        30,520              30,586
   Deferred income taxes                                                               5,842               5,842
   Prepaid expenses and other                                                          8,377               6,230
                                                                               ----------------      --------------

        Total current assets                                                         135,665             140,258

Property, plant, and equipment (net of accumulated depreciation
   of $117,663 at September 30, 1999 and $115,382 at June 30, 1999)                  163,730             173,085
Goodwill and other intangibles, net                                                  186,413             198,570
Other assets                                                                           8,404              11,933
                                                                               ----------------      --------------

TOTAL ASSETS                                                                 $       494,212        $    523,846
                                                                               ================      ==============

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
   Current maturities of long-term debt                                      $         9,492        $      6,637
   Accounts payable                                                                   38,298              42,017
     Accrued expenses                                                                 33,890              31,275
                                                                               ----------------      --------------

        Total current liabilities                                                     81,680              79,929

Long-term debt, less current maturities                                              250,051             269,242
Other long-term liabilities                                                           30,084              29,426
Deferred income taxes                                                                  8,913               8,716

Shareholders' equity:
    Common stock ($.50 par value; authorized shares-16,000,000
        shares; issued and outstanding shares-9,014,000 at
        September 30, 1999 and 9,011,000 at June 30, 1999)                             4,507               4,505
   Capital in excess of par value                                                     68,033              68,001
     Retained earnings                                                                51,320              64,403
   Accumulated other comprehensive income (loss)                                                            (376)
                                                                                        (376)
                                                                               ----------------      --------------

        Total shareholders' equity                                                   123,484             136,533
                                                                               ----------------      --------------

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                                   $       494,212        $    523,846
                                                                               ================      ==============

See accompanying Notes to Condensed Consolidated Financial Statements.
</TABLE>

                                                         3
<PAGE>
<TABLE>
                   CADMUS COMMUNICATIONS CORPORATION AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                         (In thousands, except per share data)
                                      (Unaudited)
<CAPTION>

                                                           Three Months Ended
                                                              September 30,
                                                   -----------------------------------

                                                        1999                1998
                                                   ---------------      --------------

<S>                                              <C>                 <C>
Net sales                                        $      124,757      $        99,784
                                                   ---------------      --------------

Operating expenses:
    Cost of sales                                        98,915               79,035
    Selling and administrative                           17,451               14,624
    Restructuring charges                                16,590                   --
                                                   ---------------      --------------
                                                        132,956               93,659
                                                   ---------------      --------------

Operating income (loss)                                  (8,199)               6,125

Interest and other expenses:
    Interest                                              6,167                2,143
    Other, net                                             (428)                (134)
                                                   ---------------      --------------
                                                          5,739                2,009
                                                   ---------------      --------------

Income (loss) before income taxes                       (13,938)               4,116

Income tax expense (benefit)                             (1,305)               1,585
                                                   ---------------      --------------

Net income (loss)                                $      (12,633)     $         2,531
                                                   ===============      ==============


Earnings per share - basic:
    Net income (loss) per share                  $        (1.40)     $           .32
                                                   ===============      ==============
    Weighted-average common shares
      outstanding                                         9,013                7,914
                                                   ===============      ==============


Earnings per share - diluted:
    Net income (loss) per share                  $        (1.40)     $           .31
                                                   ===============      ==============
    Weighted-average common shares
      outstanding                                         9,013                8,206
                                                   ===============      ==============

Cash dividends per common share                  $          .05      $           .05
                                                   ===============      ==============



           See accompanying Notes to Condensed Consolidated Financial Statements.

</TABLE>
                                           4
<PAGE>
<TABLE>
                                CADMUS COMMUNICATIONS CORPORATION AND SUBSIDIARIES
                                  CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                  (In thousands)
                                                    (Unaudited)
<CAPTION>
                                                                                          Three Months Ended
                                                                                             September 30,
                                                                                    -----------------------------

                                                                                       1999              1998
                                                                                    ------------      -----------
Operating Activities
<S>                                                                                <C>               <C>
Net income (loss)                                                                  $   (12,633)      $     2,531
Adjustments to reconcile net income to net cash provided by
    (used in) operating activities:
    Depreciation and amortization                                                        6,721             4,873
    Restructuring charges                                                               16,590                 -
    Other, net                                                                             542             1,119
                                                                                    ------------      -----------

                                                                                        11,220             8,523
                                                                                    ------------      -----------
Changes in assets and liabilities, excluding debt and effects
         of acquisitions and dispositions:
   Accounts receivable, net                                                              6,610            (2,854)
   Inventories                                                                            (660)           (2,184)
   Accounts payable and accrued expenses                                                (1,034)          (11,100)
   Restructuring (due to cash payments)                                                   (446)             (508)
   Other, net                                                                            1,183              (383)
                                                                                    ------------      -----------

                                                                                         5,653           (17,029)
                                                                                    ------------      -----------

Net cash provided by (used in) operating activities                                     16,873            (8,506)
                                                                                    ------------      -----------

Investing Activities
Purchases of property, plant, and equipment                                             (5,050)           (2,367)
Proceeds from sales of property, plant, and equipment                                    1,782                 -
Net proceeds from divested businesses                                                    6,015                 -
Other, net                                                                                (865)                -
                                                                                    ------------      -----------

Net cash provided by (used in) investing activities                                      1,882            (2,367)
                                                                                    ------------      -----------

Financing Activities
Proceeds from (repayment of) short-term borrowings                                           -            (1,100)
Repayment of long-term borrowings                                                       (1,336)           (1,603)
Proceeds from (repayment of) long-term revolving credit facility                       (15,000)           15,000
Dividends paid                                                                            (450)             (396)
Repurchase and retirement of common stock                                                    -            (2,119)
Issuance of stock                                                                            -             1,986
Proceeds from exercise of stock options                                                     33                 -
                                                                                    ------------      -----------

Net cash provided by (used in) financing activities                                    (16,753)           11,768
                                                                                    ------------      -----------


Increase in cash and cash equivalents                                                    2,002               895

Cash and cash equivalents at beginning of period                                         5,068                 -
                                                                                    ------------      -----------

Cash and cash equivalents at end of period                                         $     7,070       $       895
                                                                                    ============      ===========


See accompanying Notes to Condensed Consolidated Financial Statements.
</TABLE>

                                                        5
<PAGE>
<TABLE>
                                 CADMUS COMMUNICATIONS CORPORATION AND SUBSIDIARIES
                               CONDENSED CONSOLIDATED STATEMENTS SHAREHOLDER'S EQUITY
                                                   (In thousands)
                                                     (Unaudited)
<CAPTION>
-------------------------------------------------------------------------------------------------------------------
                                                                                     Accumulated
                                                         Capital in                     Other
                                    Common Stock          Excess of     Retained    Comprehensive
(in thousands)                        Shares   Amount     Par Value     Earnings    Income (Loss)    Total
-------------------------------------------------------------------------------------------------------------------
<S>                                   <C>    <C>          <C>           <C>         <C>         <C>
Balance at June 30, 1998              7,921  $  3,961     $ 53,532      $  52,323   $      --   $  109,816

Net income                               --        --           --         13,713          --       13,713
Change in minimum pension liability      --        --           --             --        (376)        (376)
                                                                           -------       -----      ------
Comprehensive income                                                       13,713        (376)      13,337
                                                                           ------        -----      ------

Cash dividends - $.20 per share          --        --           --         (1,633)         --       (1,633)
Repurchase and retirement
   of common stock                     (201)     (101)      (3,763)            --          --       (3,864)
Issuance of common stock for
   business acquisitions              1,288       644       18,204             --          --       18,848
Net shares issued upon exercise
  of stock options                        3         1           28             --          --           29
-------------------------------------------------------------------------------------------------------------------
Balance at June 30, 1999              9,011     4,505       68,001         64,403        (376)     136,533
Net loss (and comprehensive income)      --        --           --        (12,633)         --      (12,633)
Cash dividends - $.05 per share          --        --           --           (450)         --         (450)
Net shares issued upon exercise
  of stock options                        3         2           32             --          --           34
-------------------------------------------------------------------------------------------------------------------
Balance at September 30, 1999         9,014  $  4,507     $ 68,033      $51,320     $    (376)  $  123,484
-------------------------------------------------------------------------------------------------------------------
</TABLE>

See accompanying Notes to Condensed Consolidated Financial Statements



                                                         6
<PAGE>
               CADMUS COMMUNICATIONS CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


1.   The  accompanying  unaudited  consolidated  financial  statements of Cadmus
     Communications Corporation (the "Company") have been prepared in accordance
     with  generally  accepted  accounting   principles  for  interim  financial
     reporting,  and with  applicable  quarterly  reporting  regulations  of the
     Securities  and  Exchange  Commission.  They  do  not  include  all  of the
     information  and  footnotes  required  by  generally  accepted   accounting
     principles for complete financial  statements and,  accordingly,  should be
     read in conjunction with the consolidated  financial statements and related
     footnotes  included  in the  Company's  annual  report on Form 10-K for the
     fiscal year ended June 30, 1999.

     In the  opinion  of  management,  all  adjustments  (consisting  of  normal
     recurring  adjustments)  considered  necessary for a fair  presentation  of
     interim financial information have been included. The results of operations
     for the period ended September 30, 1999, are not necessarily  indicative of
     results for the entire fiscal year.

     Certain  previously  reported amounts have been  reclassified to conform to
     the current-year presentation.

2.   Basic  earnings  per share is  computed  on the  basis of  weighted-average
     common  shares  outstanding  from the date of issue.  Diluted  earnings per
     share  is  computed  on  the  basis  of   weighted-average   common  shares
     outstanding  plus common  shares  contingently  issuable  upon  exercise of
     dilutive  stock  options.  Incremental  shares for dilutive  stock  options
     (computed  under the  treasury  stock  method)  were 0 and  292,000 for the
     quarter ended September 30, 1999 and 1998, respectively.

3.   Components of net inventories at September 30, 1999 and June 30, 1999, were
     as follows (in thousands):

                                       September  30,             June 30,
                                            1999                    1999
                                        -------------           ------------
     Raw materials and supplies           $   8,300               $   9,389
     Work in process:
          Materials                           6,908                   6,507
          Other manufacturing costs          12,005                  10,978
     Finished Goods                           3,307                   3,712
                                        -------------           ------------
     Inventories                        $    30,520             $    30,586
                                        =============           ============

4.   The  Company  is  organized  around  two  business   groups:   Professional
     Communications,  serving customers who publish  information,  and Marketing
     Communications,  serving  customers who convey marketing  messages.  Cadmus
     Professional  Communications  is  comprised  of three  product  lines:  STM
     journal   services,    special   interest   magazines,   and   soft   cover
     books/directories  serving both  not-for-profit and commercial  publishers.
     Cadmus  Professional  Communications  provides a full range of composition,
     editorial,  prepress,  printing,  warehousing and distribution services. In
     addition,  this group  provides a full  complement of digital  products and
     services,  including website design and architecture,  content  management,
     Internet and CD ROM-based electronic archiving,  electronic peer review and
     online publishing. Cadmus Marketing Communications focuses on the creation,
     production  and  distribution  of  graphic   communications  and  marketing
     services. Product lines include specialty packaging,  promotional printing,
     and business-to-business catalog production.


                                       7

<PAGE>

     The accounting  policies for the groups are the same as those  described in
     Note 1 "Significant  Accounting  Policies" in the fiscal 1999 Annual Report
     on Form 10-K.  The  Company  primarily  evaluates  the  performance  of its
     operating  groups  based on operating  income,  excluding  amortization  of
     goodwill and restructuring charges.  Intergroup sales for the first quarter
     of fiscal 2000 are not  significant.  The Company manages income taxes on a
     consolidated basis.
<TABLE>
     Summarized group data is as follows:
-------------------------------------------------------------------------------------------------
                                           Professional             Marketing
     (In thousands)                       Communications         Communications         Total
-------------------------------------------------------------------------------------------------
     Three Months Ended September 30, 1999:
     <S>                                  <C>                   <C>                <C>
         Net sales                        $    85,959           $    38,797        $   124,757
         Operating income                      12,046                (1,049)            10,997

     Three Months Ended September 30, 1998:
         Net sales                        $    49,967           $    49,817        $    99,784
         Sales between groups                    (703)                   --               (703)
         Operating income                       7,472                   818              8,290


     A reconciliation of group data to consolidated data is as follows:
-------------------------------------------------------------------------------------------------
                                                                         Three Months Ended
                                                                            September 30,
      (In thousands)                                                  1999              1998
-------------------------------------------------------------------------------------------------
     Earnings from operations:
     Reportable group operating income                          $    10,997        $     8,290
     Amortization of goodwill                                        (1,365)              (477)
     Unallocated shared services and other expenses                  (1,241)            (1,688)
     Restructuring charges                                          (16,590)                --
     Interest expense, net                                           (6,167)            (2,143)
     Other income, net                                                  428                134
-------------------------------------------------------------------------------------------------
     Income (loss) before income taxes                          $   (13,938)       $     4,116
=================================================================================================
</TABLE>

5.   In  October  1999,  the  Company  announced  organizational  changes  and a
     restructuring  plan intended to 1) effect  additional  planned synergies in
     connection  with its April  1999  acquisition  of the Mack  Printing  Group
     ("Mack")  and  2)  focus  the  Company's   resources  on  the  professional
     communications  and specialty  packaging market. The restructuring plan has
     the following broad components:

     o    closing the Atlanta-based Cadmus Point of Purchase business unit;
     o    implementing   additional,   planned  synergies  associated  with  the
          integration of Mack;
     o    divesting  the  Company's  Richmond-  and  Charlotte-based   marketing
          agencies
     o    consolidating certain corporate functions and overhead

     During the first  quarter of fiscal  2000,  the  Company  consolidated  its
     Richmond   based   advertising   group,   CadmusCom,   into  the  Company's
     Atlanta-based  advertising  operation.  In September 1999, the Company sold
     its  Charlotte-based   direct  marketing  business  to  a  privately  owned
     marketing company.


                                       8
<PAGE>

     The Company  recorded first quarter  restructuring  charges  totaling $16.6
     million ($14.1 million net of taxes).  These charges included the write-off
     of intangible  assets  related to the Company's  point of purchase  ("POP")
     business  of  $11.1  million,  the  write-off  of  redundant  manufacturing
     software resulting from the integration of Mack of $6.2 million,  and a net
     gain from the closure and  divestiture  of the two marketing  businesses of
     $0.7  million.  In the second  quarter,  the Company  expects an additional
     pre-tax  charge in the range of $16 million to $21 million,  related to the
     integration  of Mack, the  elimination  of certain  corporate and marketing
     communications  group  administrative  costs, and the completion of the POP
     business closure.

6.   On October 26, 1999, the Company entered into a receivables  securitization
     program.  Under the  program,  the Company  will  transfer,  on a revolving
     basis, an undivided  percentage  ownership interest in a designated pool of
     its  accounts  receivable  and  will  receive  up to $35  million  from  an
     unrelated third-party  purchaser.  These transactions will be accounted for
     as a sale of accounts receivable. On October 27, 1999, the Company received
     $27.5 million under this program,  which was used to repay a  corresponding
     amount of the term loan  facility  under the senior bank  credit  facility.
     Fees associated  with this  securitization  vary based on commercial  paper
     rates plus a margin,  providing a lower  effective rate than that available
     under the Company's senior bank credit facility.  The Company  maintains an
     allowance for doubtful accounts based on the expected collectibility of all
     accounts receivable, including receivables sold.







                                       9
<PAGE>
                 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


GENERAL
Headquartered in Richmond,  Virginia, Cadmus Communications Corporation provides
customers with integrated,  end-to-end information and communications solutions.
The  Company is  organized  around two  primary  business  groups:  Professional
Communications,   serving  customers  who  publish  information,  and  Marketing
Communications,  serving customers who convey marketing messages.  Cadmus is the
largest  printer  and  producer of  scientific,  technical  and medical  ("STM")
journals  and  publications  in the  United  States,  and is a leading  national
printer and  producer of special  interest  magazines  and  specialty  packaging
materials.

RESULTS OF OPERATIONS
The  following   table  presents  the  major   components   from  the  Condensed
Consolidated Statements of Income as a percent of net sales for the three months
ended September 30, 1999 and 1998:

                                                       Three Months Ended
                                                          September 30,
                                                          -------------
                                                   1999                   1998
                                                   ----                   ----

Net sales                                         100.0%                 100.0%
Cost of sales                                      79.3                   79.2
                                                 ------                  -----
Gross profit                                       20.7                   20.8
Selling and administrative expenses                14.1                   14.7
Restructuring charges                              13.3                     --
                                                 ------                  -----
Operating income (loss)                            (6.7)                   6.1
Interest expense                                    4.9                    2.1
Other expenses (income), net                       (0.4)                  (0.1)
                                                 -------                ------
Income (loss) before income taxes                 (11.2)                   4.1
Income taxes                                        1.1                    1.6
                                                 ------                  -----
Net income (loss)                                 (10.1)%                  2.5%
                                                 ======                  =====

RESULTS OF OPERATIONS

Sales
Sales for the first quarter of fiscal 2000 were $124.8  million,  a 25% increase
from sales of $99.8 million in the first quarter of fiscal 1999. The increase in
sales was driven by strong sales growth from the specialty packaging and graphic
solutions  businesses,  as well as the  incremental  contribution  from the Mack
acquisition. Adjusted for the acquisition of Mack, and businesses divested since
a year ago, net sales  increased 3% for the first  quarter from $85.4 million to
$87.7 million.

Professional  Communications  sales  were $86  million  in the first  quarter of
fiscal 2000, up from $50.7 million in the first quarter of fiscal 1999. Adjusted
for the  acquisition of Mack,  sales  decreased by 3% due to lower paper prices,
changes in sales mix, and reduced business development activities as the Company
integrated its Mack and Cadmus Journal Services ("CJS") sales forces.

The Marketing  Communications group recorded sales of $38.8 million in the first
quarter of fiscal 2000, compared to $49.8 million in the first quarter of fiscal
1999.  Adjusted for businesses  divested since a year ago, sales increased 9% in
the  first  quarter,  driven  primarily  by growth  in the  Company's  specialty
packaging and graphic solutions  businesses,  which offset a significant decline
in point of purchase net sales.


                                       10
<PAGE>

Gross Profit
Gross  profit for the first  quarter  of fiscal  2000 was $25.8  million,  a 25%
increase from gross profit of $20.7 million in the first quarter of fiscal 1999.
As a percentage of sales,  gross profit was 20.7% in the first quarter of fiscal
2000, and remained relatively  unchanged from the same period of the prior year.
Gross  profit  margins for fiscal 2000 were  negatively  impacted by lower sales
from the point of purchase  business,  as well as excess  capacity issues in the
specialty  packaging  business  resulting from the  divestiture of the financial
communications  product line during  fiscal  1999.  Partially  offsetting  these
factors was the inclusion of Mack in the first quarter of fiscal 2000.

Selling and Administrative Expenses
Selling and administrative expenses for the first quarter of fiscal 2000 totaled
$17.5  million,  up 20% from $14.6 million in the prior year. As a percentage of
sales,  selling and  administrative  expenses  decreased to 14.1% this year from
14.7% last year. This decline was primarily  attributable to a favorable  impact
resulting from the acquisition of Mack and the marketing business  divestitures,
reduced  corporate   overhead  costs,  and  lower  incentive   compensation  and
discretionary benefits.

Restructuring Charges
The Company recorded first quarter  restructuring charges totaling $16.6 million
($14.1 million net of taxes). These charges included the write-off of intangible
assets  related to the  Company's  point of purchase  ("POP")  business of $11.1
million,  the write-off of redundant  manufacturing  software resulting from the
integration  of Mack of $6.2  million,  and a net  gain  from  the  closure  and
divestiture of the two marketing businesses of $0.7 million. The Company expects
an additional  pre-tax charge in the second quarter of approximately $16 million
to $21 million,  related to the  integration of Mack, the elimination of certain
corporate and  marketing  communications  group  administrative  costs,  and the
completion of the POP business closure.

Operating Income
Operating income (adjusted for fiscal 2000  restructuring  charges) rose to $8.4
million from $6.1 million last year, and the operating  margin improved  further
to 6.7% of sales, up from 6.1% of sales last year.

Interest and Other Expenses and Income Taxes
Interest  expense for the first quarter of fiscal 2000 was $6.2 million compared
to $2.1  million for the same period of fiscal  1999.  The  increase in interest
expense was due to higher debt levels  resulting  primarily from the acquisition
of Mack,  and increased  interest  rates  associated  with the new senior credit
facility and senior subordinated notes.

The  effective  income tax rate for the first  quarter of fiscal  2000 was 9.4%,
compared to 38.5% in the first  quarter of fiscal  1999.  The  reduction  in the
effective rate is largely attributable to the non-deductibility of restructuring
charges associated with the write-off of certain intangible assets.

LIQUIDITY AND CAPITAL RESOURCES

Operating Activities
Net cash provided by operating  activities  for the first quarter of fiscal 2000
totaled $16.9 million,  as compared to net cash used in operating  activities of
$8.5 million for the first quarter of fiscal 1999,  representing a $25.4 million
cash flow improvement.  The cash flow improvement was primarily  attributable to
increased earnings before depreciation,  amortization and restructuring charges,
and  reduced  working  capital  requirements  as  a  result  of  lower  accounts
receivable.  Accounts  receivable  declined $6.6 million in the first quarter of
fiscal 2000 due to lower DSO's,  and stepped up credit and  collection  efforts.
The remaining cash flow  improvement was  attributable to the impact on accounts
payable  from the timing of final  payments  made  during  the first  quarter of
fiscal 1999 for certain production  equipment purchased in late fiscal 1998, and
for payments made in the first quarter of fiscal 1999 for fiscal year 1998 sales
and management incentives.

                                       11
<PAGE>

Investing Activities
Net cash provided by investing activities was $1.9 million for the first quarter
of fiscal  1999,  as compared to net cash used by investing  activities  of $2.4
million in the prior year. Proceeds from the sale of the Charlotte-based  direct
marketing agency in fiscal 2000 totaled $6.0 million.  Proceeds from the sale of
property, plant and equipment totaled $1.8 million, and related primarily to the
sale of a manufacturing  facility in the POP business.  These cash proceeds were
partially offset by capital expenditures of $5.1 million,  including investments
primarily  in  prepress  and  manufacturing  equipment,  and  new  business  and
manufacturing systems. Capital expenditures for the first quarter of fiscal 1999
totaled $2.4 million. The Company estimates that capital expenditures for fiscal
2000 will approximate $20 million.

Financing Activities
Net cash used in financing activities was $16.8 million for the first quarter of
fiscal 2000 compared to net cash provided by financing activities in fiscal 1999
of  $11.8  million.   Cash  provided  by  operating  activities  and  investment
activities  for the  first  quarter  of fiscal  2000 was used to pay down  $16.3
million in debt and fund dividend payments of $0.5 million.

During the first quarter of fiscal 1999, the Company increased its borrowings by
$12.3  million.  This  increase was used  primarily to fund the working  capital
requirements  described  above,  to fund the repurchase of common stock for $2.1
million,  and  to  fund  dividend  payments  of  $0.4  million.  Pursuant  to an
acquisition,  the Company issued 93,500 shares of the Company's common stock for
$2 million in cash in the first quarter of fiscal 1999.

Total debt at September 30, 1999,  was $259.5  million,  down $16.3 million from
$275.9  million at June 30, 1999.  The Company's debt to capital ratio was 67.8%
at September 30, 1999, up slightly from 66.9% at June 30, 1999, primarily due to
the impact on equity  resulting  from  restructuring  charges  recognized in the
first quarter of fiscal 2000.

The primary  cash  requirements  of the Company  are for debt  service,  capital
expenditures, and working capital. The primary sources of liquidity will be cash
flow  provided by  operations  and unused  capacity  under the new senior credit
facility.  The  Company  believes  that  these  funds  will  provide  sufficient
liquidity  and  capital   resources  to  meet  the   anticipated   debt  service
requirements,  capital  expenditures,  and working capital. The future operating
performance  and the ability to service or refinance the Company's  debt depends
on the ability to  implement  the  business  strategy  and on general  economic,
financial, competitive, legislative, regulatory and other factors, many of which
are beyond the control of the Company.

YEAR 2000 ISSUE
Information  on the Year 2000 Issue as it relates  to the  Company is  presented
under the caption  "Management's  Discussion and Analysis" in the Company's 1999
Annual Report to Shareholders  and  incorporated by reference into the Company's
Form 10-K for the fiscal year ended June 30,  1999.  As of  September  30, 1999,
there were no material changes in Year 2000 risks,  plans and costs as described
in the 1999 Annual Report to Shareholders.

The  previous  discussions  contain  forward-looking  information.  Readers  are
cautioned that such information involves risks and uncertainties including those
created by general market  conditions,  competition,  and the  possibility  that
events may occur that limit the  ability of the  Company to  maintain or improve
its  operating  results or execute its strategy.  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 included herein will prove to be
accurate.  The  inclusion  of  such  information  should  not be  regarded  as a
representation  by the Company or any other person that the objectives and plans
of the Company will be achieved.

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<PAGE>

       ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

There have been no material changes to the information  concerning the Company's
"Quantitative  and  Qualitative  Disclosures  about Market  Risk" as  previously
reported in the Company's Report on Form 10-K for the year ended June 30, 1999.



PART II - OTHER INFORMATION


Item 6.       Exhibits and Reports on Form 8-K.

              a)  Exhibits:

                  Exhibit 10.17     Purchase and Sale  Agreement,  dated October
                                    26,   1999,   between  the  Sellers   (named
                                    herein),   Cadmus   Receivables  Corp.,  and
                                    Cadmus Communications Corporation.

                  Exhibit 10.18     Recievables Purchase Agreement,  dated
                                    October 26, 1999,  among Cadmus  Receivables
                                    Corp  (as  seller),   Cadmus  Communications
                                    Corporation (as Master Servicer), Blue Ridge
                                    Asset Funding  Corporation  (as  Purchaser),
                                    and Wachovia Bank N.A. (as the Agent).

                  Exhibit 27        Financial Data Schedule


              b)  Reports on Form 8-K:

                  On August  10,  1999,  the  Company  filed a Form  8-K,  which
                  included the press  release  dated  August 10, 1999  regarding
                  fiscal 1999 fourth quarter and year-end financial results,  as
                  well as a copy of the  prepared  remarks  made on a conference
                  call to analysts on the same date.






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<PAGE>

SIGNATURES




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.


         CADMUS COMMUNICATIONS CORPORATION


Date:   November 12, 1999


         /s/ C. Stephenson Gillispie, Jr.
         --------------------------------
         C. Stephenson Gillispie, Jr.
         Chairman, President, and Chief Executive Officer



Date:   November 12, 1999


         /s/ David E. Bosher
         --------------------------------
         David E. Bosher
         Vice President, Treasurer, and Chief Financial Officer








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