Exhibit 10.7


                              EMPLOYMENT AGREEMENT

         This EMPLOYMENT AGREEMENT (the "AGREEMENT"), dated effective as of July
25, 2000, is entered into by and between CONSOLIDATED GRAPHICS, INC., a Texas
corporation having its principal place of business in Houston, Harris County,
Texas ("CGX"), and JOE R. DAVIS (the "EXECUTIVE"); other capitalized terms used
in this Agreement are defined and shall have the meanings set forth in Section
17 or elsewhere herein.

                              W I T N E S S E T H:

         WHEREAS, Executive is to be employed as Chief Executive Officer of CGX;

         WHEREAS, in connection with his employment, Executive will be provided
by CGX with specialized training and given access to confidential information;

         WHEREAS, it is the desire of the Board of Directors of CGX (the
"BOARD") to engage Executive as an executive officer of CGX and its subsidiaries
pursuant to the terms of this Agreement; and

         WHEREAS, Executive is desirous of committing himself to serve CGX on
the terms herein provided.

         NOW, THEREFORE, in consideration of the premises, representations and
mutual covenants hereinafter set forth, the parties hereby covenant and agree as
follows:

         1. EMPLOYMENT. CGX hereby employs Executive, and Executive hereby
accepts employment with CGX, on the terms and conditions set forth in this
Agreement.

         2. EMPLOYMENT PERIOD. The term of Executive's employment (the
"EMPLOYMENT PERIOD") pursuant to the terms of this Agreement shall commence upon
the Effective Date and shall continue until the Termination Date (as defined
below).

         3. DUTIES. Executive shall (i) serve under the direction of the Board
as Chief Executive Officer of CGX, (ii) have all the rights, powers and duties
associated with his positions, and (iii) faithfully, to the best of Executive's
ability, perform the duties and other reasonably related services assigned to
Executive by the Board from time to time (the "DUTIES"). Executive shall be
subject to, and shall comply with, CGX insider trading policies (a copy of which
has been delivered to Executive) and the other policies of CGX in effect from
time to time (collectively, the "CGX POLICIES"); provided, however, that to the
extent such CGX Policies may contradict the express provisions of this
Agreement, the provisions of this Agreement shall govern. Executive shall devote
his full business time, efforts and attention to the business of CGX during the
Employment Period consistent with past practice and, without the prior written
consent of the Board, Executive shall not during the Employment Period render
any services of a business, commercial or professional nature, to any person or
organization other than CGX and the Affiliates or be engaged in any other
business activity, other than those activities described in Section 12 below.
Executive represents and warrants that Executive is not a party to or bound by
any agreement or contract or subject to any restrictions, including without
limitation in

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connection with any previous employment, which might prevent Executive from
entering into and performing Executive's obligations under this Agreement.

         4.       COMPENSATION.  During the Employment Period, Executive shall
be compensated for Executive's services as follows:

                  (a) Executive shall be paid a base monthly salary of not less
         than $33,333.66, subject to any and all customary payroll deductions,
         including deductions for the Federal Insurance Contributions Act and
         other federal, state and local taxes. Such monthly salary shall be
         increased during the Employment Period at the same time and on at least
         as favorable a basis as other officers of CGX.

                  (b) Except to the extent such policies may contradict the
         express provisions of this Agreement, in which case the provisions of
         this Agreement shall govern, Executive shall be eligible to receive (i)
         fringe benefits on the same basis as other management employees of CGX
         pursuant to CGX Policies in effect from time to time, including holiday
         time and (ii) three (3) weeks paid vacation; provided, however, that
         earned but unused vacation or other compensated absences shall not be
         carried forward for use or payment in subsequent periods; and provided,
         further, that CGX will act reasonably to continue in effect comparable
         medical benefits to those currently in effect at the Company.

                  (c) Executive shall be eligible to participate, to the extent
         that Executive meets all eligibility requirements of general
         application, in each of the employee benefit plans maintained by CGX or
         in which employees of CGX generally are eligible to participate,
         including as of the date hereof, group hospitalization, medical,
         dental, and short and long term disability and life plans.

         5. BONUS. In addition to the other compensation set forth herein,
Executive shall be entitled to receive an annual cash bonus payment in an amount
to be determined in the sole discretion of the Compensation Committee of the
Board; provided, however, that the sum of Executive's annual base salary (as
paid monthly pursuant to Section 4(a) hereof) plus annual cash bonus payment
shall equal or exceed the sum of the annual base salary plus annual cash bonus
of each CGX employee working at CGX's corporate headquarters.

         6. STOCK OPTIONS. In addition to the other compensation set forth
herein, Executive shall be provided with options to purchase CGX shares as
follows:

                  (a) 300,000 shares to be granted effective as of the Effective
         Date at an exercise price equal to the closing price per share of CGX
         common stock as reported on the New York Stock Exchange on July 26,
         2000; and

                  (b) 50,000 shares on each anniversary date of the Effective
         Date during the Employment Period; such options shall have an exercise
         price equal to the closing price per share of CGX common stock as
         reported on the New York Stock Exchange (or other applicable national
         exchange on which the common stock of CGX is then listed) on the day
         immediately preceding the effective date of the grant of such option.

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All options granted pursuant to the terms of this Agreement shall be granted
pursuant to and subject to the terms of the form CGX Stock Option Agreement
attached hereto as Exhibit "A".

         7. EXECUTIVE EXPENSES. During the Employment Period, Executive shall be
entitled to be reimbursed for reasonable normal business expenses incurred in
the performance of the Duties hereunder in accordance with CGX Policies in
effect from time to time; provided, however, that documentation supporting such
expenses must be submitted to and approved by the Board before such
reimbursement is paid to Executive.

         8. NO COMPETING BUSINESS. In consideration for the benefits received by
Executive pursuant to this Agreement, during the Noncompetition Period,
Executive shall not, except as permitted by Section 12 of this Agreement,
directly or indirectly own, manage, operate, control, invest or acquire an
interest in, or otherwise engage or participate (whether as a proprietor,
partner, employee, stockholder, member, director, officer, executive, joint
venturer, investor, consultant, agent, sales representative, broker or other
participant) in any Competitive Business operating in or soliciting business
from CGX's Market, without regard to (i) whether the Competitive Business has
its office or other business facilities within CGX's Market, (ii) whether any of
the activities of Executive referred to above occur or are performed within
CGX's Market or (iii) whether Executive resides, or reports to an office, within
CGX's Market.

         9. NO INTERFERENCE WITH THE BUSINESS. In consideration for the benefits
received by Executive pursuant to this Agreement, during the Noncompetition
Period, Executive shall not:

                  (a) directly or indirectly solicit, induce or intentionally
         influence any third party sales representative, agent, supplier,
         lender, lessor or any other person which has a business relationship
         with CGX and/or any Affiliate or which had on the date of this
         Agreement a business relationship with CGX and/or any Affiliate to
         discontinue, reduce the extent of, discourage the development of or
         otherwise harm such relationship with CGX and/or any Affiliate;

                  (b) directly or indirectly attempt to induce any known
         customer to terminate any contract or otherwise divert from CGX and/or
         any Affiliate any trade or business being conducted by any such
         customer with CGX and/or any Affiliate or directly or indirectly
         attempt to solicit, induce or intentionally influence any prospective
         or past customer of CGX and/or any Affiliate to discontinue, reduce the
         extent of, or not conduct business with CGX and/or any Affiliate;

                  (c) directly or indirectly recruit, solicit, induce or
         influence any executive, employee or sales agent of CGX and/or any
         Affiliate to discontinue such sales, employment or agency relationship
         with CGX and/or any such Affiliate;

                  (d) employ, seek to employ or cause any other person or entity
         to employ or seek to employ as a sales representative or Executive any
         person who is then (or was at any time since the Effective Date)
         employed by CGX and/or any of the Affiliates; or

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                  (e) directly or indirectly denigrate or in any manner
         undertake to discredit CGX, any Affiliate or any successor thereof or
         any person, operation or entity associated with CGX or any Affiliate.

         10. CONSIDERATION FOR RESTRICTIONS. Executive acknowledges that the
restrictions imposed under Sections 3, 8, 9, and 11 are supported by the
consideration to be received by Executive pursuant to the terms of this
Agreement.

         11. NO DISCLOSURE OF CONFIDENTIAL INFORMATION. Executive shall not
directly or indirectly knowingly disclose to anyone or use or otherwise exploit
for Executive's own benefit or for the benefit of anyone other than CGX and/or
any of the Affiliates any Confidential Information. Executive shall not disclose
the terms of this Agreement to anyone other than a representative or agent of
Executive.

         12. PERMITTED ACTIVITIES. The restrictions set forth in Sections 3, 8
and 9 of this Agreement shall not apply to Permitted Activities (as defined
below).

         13. REDUCTION OF RESTRICTIONS BY COURT ACTION. If the length of time,
type of activity, geographic area or other restrictions set forth in the
restrictions of Sections 3, 8, 9, or 11 are deemed unreasonable in any court
proceeding, the parties hereto agree that the court may reduce such restrictions
to ones it deems reasonable to protect the substantial investment of CGX and the
Affiliates in their businesses and the goodwill attached thereto.

         14. REMEDIES. Executive understands that CGX and the Affiliates will
not have an adequate remedy at law for the breach or threatened breach by
Executive of any one or more of the covenants set forth in this Agreement and
agrees that in the event of any such breach or threatened breach, CGX or any
Affiliate may, in addition to the other remedies which may be available to it,
file a suit in equity to enjoin Executive from the breach or threatened breach
of such covenants. In the event either party commences legal action to enforce
its or his rights under this Agreement, the prevailing party in such action
shall be entitled to recover all of the costs and expenses in connection
therewith, including reasonable attorney's fees.

         15.      Termination.

                  (a)      The "TERMINATION DATE" shall mean the date in which
                           the first of the following occur:

                           (i)      the fifth anniversary of the Effective Date
                                    or any date subsequent thereto provided one
                                    party has given notice to the other at least
                                    one (1) year in advance of such date of
                                    his/its election to terminate this Agreement
                                    on such date;

                           (ii)     Executive's death;

                           (iii)    the Disability (as defined below) of
                                    Executive;

                           (iv)     termination by CGX of Executive for Cause
                                    (as defined below);

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                           (v)      termination by CGX of Executive without
                                    Cause;

                           (vi)     the resignation of Executive for any reason
                                    (other than Good Reason (as defined below)),
                                    which shall take effect immediately upon
                                    CGX's receipt of such resignation,

                           (vii)    the resignation of Executive for Good
                                    Reason, which shall take effect immediately
                                    upon CGX's receipt of such resignation; or

                           (viii)   a Change in Control (as defined in the
                                    Change in Control Agreement).

                  (each of (i), (ii), (iii), (iv), (v), (vi), (vii) and (viii)
are referred to herein as a "TERMINATION").

                  (b) If a Termination occurs pursuant to subparagraphs (v), or
         (vii), then during the Severance Period (as defined below), (i)
         Executive shall receive Executive's monthly salary in effect
         immediately prior to the Termination in accordance with Section 4(a)
         and (ii) Executive shall continue to receive and/or be able to elect to
         receive benefits under CGX welfare plans or substantially equivalent
         welfare plans at CGX's expense, including but not limited to,
         medical/hospital, dental, life, and disability, in accordance with the
         terms of such plans in effect at the time; provided, however, that
         Executive shall be responsible for the costs of such benefits to the
         same extent he was responsible (or would have been responsible had he
         then been a participant) for such costs prior to the Termination Date.

                  (c) If a Termination occurs pursuant to subparagraphs (i),
         (ii), (iii), (iv), (vi) or (viii), then Executive or Executive's estate
         shall receive (i) Executive's monthly salary in effect immediately
         prior to the Termination in accordance with Section 4(a) through the
         date of such Termination and (ii) any other amounts earned, accrued or
         owing as of such Termination Date, but not yet paid by CGX to
         Executive.

                  (d) Termination of employment hereunder shall not relieve
         Executive of his obligations under Sections 8 and 9 hereof,
         notwithstanding the termination of Executive's compensation or the
         termination of the other terms and conditions of this Agreement. In
         addition, termination of employment hereunder shall not relieve
         Executive of his obligations under Section 11 hereof which are intended
         to continue indefinitely, notwithstanding the termination of
         Executive's compensation or the termination of the other terms and
         conditions of this Agreement. Executive's violation of any of his
         obligations under Sections 8, 9 or 11 hereof shall relieve CGX of its
         obligation to pay any of the benefits as contemplated in this Section
         15.

                  (e) In addition to all other compensation due to Executive
         hereunder, the following shall occur immediately prior to the
         occurrence of a Termination pursuant to subparagraphs (ii) or (iii) of
         Section 15;

                           (i)      all CGX stock options held by Executive
                                    prior to such a Termination shall become
                                    exercisable, regardless of whether or not

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                                    the vesting/performance conditions set forth
                                    in the relevant agreements shall have been
                                    satisfied in full;

                           (ii)     all restrictions on any restricted
                                    securities granted by CGX to Executive prior
                                    to such a Termination shall be removed and
                                    the securities shall become fully vested and
                                    freely transferable, regardless of whether
                                    the vesting/performance conditions set forth
                                    in the relevant agreements shall have been
                                    satisfied in full;

                           (iii)    Executive (or Executive's estate) shall have
                                    an immediate right to receive all
                                    performance shares or bonuses granted prior
                                    to such a Termination, and such performance
                                    shares and bonuses shall become fully vested
                                    and freely transferable or payable without
                                    restrictions, regardless of whether or not
                                    specific performance goals set forth in the
                                    relevant agreements shall have been
                                    attained;

                           (iv)     all performance units granted to Executive
                                    prior to such a Termination shall become
                                    immediately payable in cash or common stock,
                                    at Executive's sole option (or at the sole
                                    option of the executor of the Executive's
                                    estate), regardless of whether or not the
                                    relevant performance cycle has been
                                    completed, and regardless of whether any
                                    other terms and conditions of the relevant
                                    agreements shall have been satisfied in
                                    full;

                           (v)      provided, that if the terms of any plan or
                                    agreement providing for such options,
                                    restricted securities, performance shares or
                                    bonuses, or performance units do not allow
                                    such acceleration or payment as described
                                    above, CGX shall take or cause to be taken
                                    any action required to allow such
                                    acceleration or payment or to separately pay
                                    the value of such benefits.

         16.      GROSS-UP.

                  (a) Anything in this Agreement to the contrary
         notwithstanding, in the event a public accounting firm selected by
         Executive (the "ACCOUNTING FIRM") shall determine that any payment,
         benefit, or distribution by CGX to Executive (whether paid or payable
         or distributed or distributable pursuant to the terms of Section 15 of
         this Agreement or otherwise, but determined without regard to any
         additional payments required under this Section 16) (each a "PAYMENT")
         is subject to the excise tax imposed by Section 4999 of the Code, or
         any interest or penalties are incurred by Executive with respect to
         such excise tax (such excise tax, together with any such interest and
         penalties, are hereinafter collectively referred to as the "EXCISE
         TAX"), then CGX shall pay to Executive an additional payment (a
         "GROSS-UP PAYMENT") in an amount such that after payment by Executive
         of all taxes (including any interest or penalties imposed with respect
         to such taxes), including, without limitation, any income taxes (and
         any interest and penalties imposed with respect thereto), and the
         Excise Tax imposed upon the Gross-Up Payment,

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         Executive retains an amount of the Gross-Up Payment equal to the
         Excise Tax imposed upon the Payments.

                  (b) Subject to the provisions of Section 16(c) below, all
         determinations required to be made under this Section 16, including
         whether and when a Gross-Up Payment is required and the amount of such
         Gross-Up Payment and the assumptions to be utilized in arriving at such
         determination, shall be made by the Accounting Firm which shall provide
         detailed supporting calculations both to CGX and Executive as soon as
         possible following a request made by Executive or CGX. All fees and
         expenses of the Accounting Firm shall be borne solely by CGX. Any
         Gross-Up Payment, as determined pursuant to this Section 16, shall be
         paid by CGX to Executive within five (5) days of the receipt of the
         Accounting Firm's determination. If the Accounting Firm determines that
         no Excise Tax is payable by Executive, it shall furnish Executive with
         a written opinion that failure to report the Excise Tax on Executive's
         applicable federal income tax return would not result in the imposition
         of a negligence or similar penalty. Any determination by the Accounting
         Firm shall be binding upon CGX and Executive. As a result of the
         uncertainty in the application of Section 4999 of the Code at the time
         of the initial determination by the Accounting Firm hereunder, it is
         possible that Gross-Up Payments which will not have been made by CGX
         should have been made ("UNDERPAYMENT"), consistent with the
         calculations required to be made hereunder. If CGX exhausts its
         remedies pursuant to Section 16(c) below and Executive thereafter is
         required to make a payment of any Excise Tax, the Accounting Firm shall
         determine the amount of the Underpayment that has occurred and any such
         Underpayment shall be promptly paid by CGX to or for the benefit of
         Executive.

                  (c) Executive shall notify CGX in writing of any claim by the
         Internal Revenue Service that, if successful, would require the payment
         by CGX of the Gross-Up Payment. Such notification shall be given as
         soon as practicable but no later than ten (10) business days after
         Executive is informed in writing of such claim and shall apprize CGX of
         the nature of such claim and the date on which such claim is requested
         to be paid. Executive shall not pay such claim prior to the expiration
         of the ten (10)-day period following the date on which Executive gives
         such notice to CGX (or such shorter period ending on the date that any
         payment of taxes with respect to such claim is due). If CGX notifies
         Executive in writing prior to the expiration of such period that it
         desires to contest such claim, Executive shall:

                           (i)      give CGX any information reasonably
                                    requested by CGX relating to such claim,

                           (ii)     take such action in connection with
                                    contesting such claim as CGX shall
                                    reasonably request in writing from time to
                                    time, including, without limitation,
                                    accepting legal representation with respect
                                    to such claim by an attorney reasonably
                                    selected by CGX,

                           (iii)    cooperate with CGX in good faith to
                                    effectively contest such claim, and

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                           (iv)     permit CGX to participate in any proceedings
                                    relating to such claim;

                           provided, however, that CGX shall bear and pay
                           directly all costs and expenses (including additional
                           interest and penalties) incurred in connection with
                           such contest and shall indemnify and hold Executive
                           harmless, on an after-tax basis, for any Excise Tax
                           or income tax (including interest and penalties with
                           respect thereto) imposed as a result of such
                           representation and payment of costs and expenses.
                           Without limitation on the foregoing provisions of
                           this Section 16(c), CGX shall control all proceedings
                           taken in connection with such contest and, at its
                           sole option, may pursue or forgo any and all
                           administrative appeals, proceedings, hearings and
                           conferences with the taxing authority in respect of
                           such claim and may, at its sole option, either direct
                           Executive to pay the tax claimed and sue for a refund
                           or contest the claim in any permissible manner, and
                           Executive agrees to prosecute such contest to a
                           determination before any administrative tribunal, in
                           a court of initial jurisdiction and in one or more
                           appellate courts, as CGX shall determine; provided
                           further, that if CGX directs Executive to pay such
                           claim and sue for a refund, CGX shall advance the
                           amount of such payment to Executive on an
                           interest-free basis and shall indemnify and hold
                           Executive harmless, on an after-tax basis, from any
                           Excise Tax or income tax (including interest or
                           penalties with respect thereto) imposed with respect
                           to such advance or with respect to any imputed income
                           with respect to such advance; and provided further,
                           that any extension of the statute of limitations
                           relating to payment of taxes for the taxable year of
                           Executive with respect to which such contested amount
                           is claimed to be due is limited solely to such
                           contested amount. Furthermore, CGX's control of the
                           contest shall be limited to issues with respect to
                           which a Gross-Up Payment would be payable hereunder
                           and Executive shall be entitled to settle or contest,
                           as the case may be, any other issue raised by the
                           Internal Revenue Service or any other taxing
                           authority.

                  (d) If, after the receipt by Executive of an amount advanced
         by CGX pursuant to this Section 16, Executive becomes entitled to
         receive, and receives, any refund with respect to such claim, Executive
         shall (subject to CGX's complying with the requirements of this Section
         16) promptly pay to CGX the amount of such refund (together with any
         interest paid or credited thereon after taxes applicable thereto). If,
         after the receipt by Executive of any amount advanced by CGX pursuant
         to Section 16, a determination is made that Executive shall not be
         entitled to any refund with respect to such claim and CGX does not
         notify Executive in writing of its intent to contest such denial of
         refund prior to the expiration of thirty (30) days after such
         determination, then such advance shall be forgiven and shall not be
         required to be repaid and the amount of such advance shall offset, to
         the extent thereof, the amount of Gross-Up Payment required to be paid.

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         17.  DEFINITIONS. As used in this Agreement, terms defined in the
preamble and recitals of or elsewhere in this Agreement shall have the meanings
set forth therein and the following terms shall have the meanings set forth
below:

                  (a) Affiliate or Affiliates shall mean and refer to any direct
         or indirect subsidiaries of CGX, or any other entity or entities
         through which CGX or any subsidiary of CGX may conduct CGX's Line of
         Business.

                  (b) Cause shall mean and include without limitation (i) the
         inability of Executive to perform his Duties hereunder due to a legal
         impediment, including without limitation, the entry against Executive
         of an injunction, restraining order or other type of judicial judgment,
         decree or order which would prevent or hinder Executive from performing
         his Duties; (ii) the willful failure by Executive to follow material
         CGX Policies or the willful disregard of the reasonable and material
         instructions of the Board of Directors with respect to the performance
         of Executive's Duties, other than any failure not occurring in bad
         faith that is remedied by Executive promptly after receipt of notice
         thereof from CGX; (iii) excessive absenteeism, flagrant neglect of
         work, serious misconduct, conviction of a felony or fraud; or (iv) the
         failure of Executive to devote substantially all of his full working
         time and attention to performance of his Duties for CGX.

                  (c) Change in Control Agreement shall mean that certain Change
         in Control Agreement dated July 25, 2000 between CGX and Executive.

                  (d) CGX's Line of Business shall mean general commercial
         printing services, including digital imaging, offset lithography,
         composition, electronic prepress, binding and finishing services,
         fulfillment of printed materials and includes any products or services
         manufactured, developed or distributed, including electronic products
         and services, at any time by CGX and/or the Affiliates before or after
         the Effective Date.

                  (e) CGX's Market shall mean the United States;

                  (f) Competitive Business shall mean any person or entity
         engaged in a business that produces any of the products or performs any
         of the services comprising CGX's Line of Business.

                  (g) Confidential Information shall mean trade secrets,
         customer and supplier lists, marketing arrangements, business plans,
         projections, financial information, training manuals, pricing manuals,
         product and service development plans, market strategies, internal
         performance statistics and other competitively sensitive information
         belonging to and concerning CGX and/or any of the Affiliates and not
         generally known by or available to the public, whether or not in
         written or tangible form, as the same may exist at any time during the
         Employment Period.

                  (h) Disability shall mean any illness, disability or
         incapacity of such a character as to render Executive unable to perform
         his Duties (which determination shall be made by the Board of
         Directors) for a total period of one hundred eighty (180) days,

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         whether or not such days are consecutive, during any consecutive twelve
         (12) month period.

                  (i) Effective Date shall mean the execution date of this
                      Agreement.

                  (j) Employment Period shall mean that period of time set forth
                      in Section  of this Agreement.

                  (k) Good Reason shall mean (i) the material breach of this
         Agreement by CGX, other than any failure not occurring in bad faith
         that is remedied by CGX promptly after receipt of notice thereof from
         Executive, (ii) the implementation by CGX of a condition to Executive's
         continued employment with CGX that Executive's principal place of work
         be changed to any location outside of the Houston metropolitan area,
         (iii) a material diminution in the Executive's Duties and (iv) the
         termination by the Executive of the Executive's employment with CGX
         upon the occurrence of any of the events set forth in Section 4(b)(ii)
         to the Change of Control Agreement.

                  (l) Noncompetition Period shall mean a period beginning on the
         Effective Date and continuing through the Employment Period and for the
         greater of (i) the period of one (1) year after any Termination
         pursuant to Section15(a)(i), (iii), (iv) or (vi) or (ii) the Severance
         Period.

                  (m) Permitted Activities shall mean (i) owning not more than
         1% of the outstanding shares of a publicly-held Competitive Business
         which has shares listed for trading on a securities exchange registered
         with the Securities and Exchange Commission or through the automated
         quotation system of a registered securities association; (ii) owning
         capital stock of CGX; or (iii) those activities or actions undertaken
         by Executive, to the extent, but only to the extent, such activities or
         actions are expressly approved in writing by the Board of Directors.

                  (n) Severance Period shall mean that period of time equal to
         the shorter of (i) two (2) years following Termination or (ii) the
         remainder of the Employment Period that would have been applicable
         pursuant to Section 15(a)(i) but for the early Termination, if at the
         time of such Termination either of the parties had notified the other
         of its election to terminate the Employment Period pursuant to Section
         15(a)(i).

         18. NOTICES. All notices, demands or other communications required or
provided hereunder shall be in writing and shall be deemed to have been given
and received when delivered in person or transmitted by facsimile transmission
(telecopy), cable or telex to the respective parties or seven (7) days after
dispatch by registered or certified mail, postage prepaid, addressed to the
parties at the addresses set forth below or at such other addresses as such
parties may designate by notice to the other parties:

         If to CGX:                         Consolidated Graphics, Inc.
                                            5858 Westheimer, Suite 200
                                            Houston, Texas 77057
                                            Attention: Joe R. Davis

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         with a copy (which shall not
         constitute notice) to:             R. Clyde Parker, Jr., Esq.
                                            Winstead Sechrest & Minick P.C.
                                            910 Travis, Suite 2400
                                            Houston, Texas 77002

         If to Executive:                   Joe R. Davis
                                            c/o Consolidated Graphics, Inc.
                                            5858 Westheimer, Suite 200
                                            Houston, Texas 77057

         19. ASSIGNMENT. CGX, but not Executive, may assign or delegate any of
its rights or obligations hereunder; provided, however, that without the consent
of Executive, CGX shall not be relieved of any of its obligations hereunder as a
result of any assignment to a third party; provided, further, that an assignment
made in accordance with this section shall not constitute a termination of
employment for purposes of this Agreement. This Agreement shall be binding upon
and inure to the benefit of any assignee thereof and any such assignee shall be
deemed substituted for CGX under the terms of this Agreement and all references
to the "CGX" shall be deemed to mean such assignee. As used in this Agreement,
the term "assignee" shall include any Affiliate or person, firm, partnership,
corporation or CGX which at any time, whether by merger, purchase or otherwise,
acquires all of the capital stock or substantially all of the assets or business
of CGX, and any assignee or successor thereof.

         20. NO MITIGATION OBLIGATION. CGX hereby acknowledges that it will be
difficult, and may be impossible, for Executive to find reasonably comparable
employment following the Termination Date and that the noncompetition covenants
contained in Sections 8 and 9 hereof will further limit the employment
opportunities for Executive. Accordingly, the parties hereto expressly agree
that the payment of the severance compensation and benefits by CGX to Executive
in accordance with the terms of this Agreement will be liquidated damages, and
that Executive shall not be required to mitigate the amount of any payment
provided for in this Agreement by seeking other employment or otherwise, nor
shall any profits, income, earnings or other benefits from any source whatsoever
create any mitigation, offset, reduction or any other obligation on the part of
Executive hereunder or otherwise, except as expressly provided in Sections 15(c)
and (f) hereof and to the extent Executive actually receives comparable welfare
benefits from another employer during the Severance Period.

         21. AMENDMENT AND MODIFICATION. No amendment or modification of the
terms of this Agreement shall be binding upon either party unless reduced to
writing and  signed by Executive and a duly appointed officer of CGX.

         22. GOVERNING LAW. This Agreement and all rights and obligations
hereunder, including matters of construction, validity and performance, shall be
governed by the laws of the State of Texas, without giving effect to the
principles of conflicts of laws thereof.

         23. COUNTERPARTS. This Agreement may be executed in two or more
counterparts, any one of which shall be deemed the original without reference to
the others.

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         24. SEVERABILITY. If any provision or portion of this Agreement shall
be determined to be invalid or unenforceable for any reason, the remaining
provisions and portions of this Agreement shall be unaffected thereby and
shall remain in full force and effect to the fullest extent permitted by law.

         25. EFFECTIVE DATE. This Agreement shall become effective only upon and
as of the Effective Date.

         26. WAIVER. The failure of either party to insist, in any one or more
instances, upon performance of the terms or conditions of this Agreement shall
not be construed as a waiver or relinquishment of any right granted hereunder
or of the future performance of any such term, covenant or condition.

         27. CONSTRUCTION OF AGREEMENT. Headings of the sections in this
Agreement are for reference purposes only and shall not be deemed to have any
substantive effect. Unless the contents of this Agreement otherwise clearly
requires, references to the plural include the singular and the singular include
the plural. Whenever the context here requires, the masculine shall refer to the
feminine, the neuter shall refer to the masculine or feminine, the singular
shall refer to the plural, and vice versa.





         IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the date first written above.

                                 EXECUTIVE:

                                 /s/Joe R. Davis
                                 ------------------------------------------
                                 JOE R. DAVIS

                                 CGX:

                                 CONSOLIDATED GRAPHICS, INC.


                                 By: /s/Joe R. Davis
                                    ----------------------------------------
                                 Name:Joe R. Davis
                                      --------------------------------------
                                 Title:CEO
                                      --------------------------------------


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                                    EXHIBIT A


                                       13

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