<TABLE>
<CAPTION>

Banta Corporation
Financial Highlights
---------------------------------------------------------------------------------------------------------------
Dollars in thousands (except per share data)                 1998          1997                  Percent Change
---------------------------------------------------------------------------------------------------------------

Statement of Earnings
<S>                                                      <C>                 <C>                      <C>  
Net sales                                                $1,335,796          $ 1,202,483              11.1%
Net earnings before income taxes                             86,090               70,823              21.6
Net earnings 1                                               52,940               43,323              22.2
Net earnings before restructuring charge                     52,940               51,423               3.0
Return on average shareholders' investment 2                     12.8%                12.3%             --


Balance Sheet
Working capital                                          $  158,129          $   165,308              (4.3)%
Plant and equipment at cost                                 758,440              718,669               5.5
Long-term debt                                              120,628              130,065              (7.3)
Shareholders' investment                                    409,931              414,103              (1.0)
Debt to total capitalization 3                                   22.7%                23.9%           --


Per Share
Basic earnings 1                                         $        1.80       $         1.45           24.1%
Diluted earnings 1                                                1.80                 1.44           25.0
Diluted earnings before restructuring charge                      1.80                 1.71            5.3
Cash dividends paid                                                .51                  .47            8.5
Book value                                                       14.51                13.90            4.4
Stock price range                                               217/8-347/8          221/2-297/8      --
---------------------------------------------------------------------------------------------------------------

1 Results of operations for 1997 include a restructuring charge of $8.1 million,
after tax, or $.27 per common share.

2 Calculated based on earnings before 1997 restructuring charge.

3 Long-term debt to long-term debt and shareholders' investment.
</TABLE>


<PAGE>




<TABLE>
<CAPTION>
Banta Corporation
Five-Year  Summary  of  Selected   Financial  Data  Not  Covered  by  Report  of
Independent Public Accountants

---------------------------------------------------------------------------------------------------------------------------------


Dollars in thousands (except per share data)                 1998           1997          1996           1995          1994
---------------------------------------------------------------------------------------------------------------------------------

Summary of Earnings1
<S>                                                    <C>            <C>           <C>           <C>              <C>     
Net sales                                              $1,335,796     $1,202,483    $1,083,763    $1,022,650       $811,330
Net earnings 2                                             52,940         43,323        50,907         53,550        47,228
Net earnings before restructuring charge                   52,940         51,423        50,907         53,550        47,228
Net earnings per common share:
  Basic 2                                                       1.80           1.45          1.64           1.76          1.57
  Diluted 2                                                     1.80           1.44          1.63           1.75          1.56
  Diluted before restructuring charge                           1.80           1.71          1.63           1.75          1.56
Dividends paid per common share                                  .51            .47           .44            .37           .35


Financial Summary
Working capital                                           158,129        165,308       219,630        187,956       101,422
Net plant and equipment                                   318,635        338,357       319,939        313,718       293,662
Total assets                                              769,966        781,216       719,218        678,809       577,763
Long-term debt                                            120,628        130,065       133,696        134,953        67,834
Interest expense                                           10,825         11,062        10,214          9,891         5,902
Shareholders' investment                                  409,931        414,103       420,592        387,112       331,587
Book value per share of common stock 3                      14.51          13.90         13.58          12.55         10.98
---------------------------------------------------------------------------------------------------------------------------------

1    All years comprised 52 weeks, except 1997 which comprised 53 weeks.
2    Results  of  operations  for 1997  include a  restructuring  charge of $8.1
     million, after tax, or $.27 per common share.
3    Book values per share of common  stock are based on shares  outstanding  at
     year-end.
</TABLE>


<PAGE>

Management's Discussion and Analysis of Financial Position and Operations
--------------------------------------------------------------------------------

Highlights Results for 1998 included the following:

*   Sales increase of $133 million, up 11%
*   Increased net earnings and record earnings per share
*   Working capital reductions and improved Economic Profit
*   Cash  provided from  operating  activities of $135 million which was used to
    support investments and key initiatives, including:
    -   Investment in the Corporation's  Bomedia(a)  digital content  management
        system
    -   Investment in digital technologies
    -   Expansion into the South American print market
    -   Integration of the Corporation's late 1997 acquisitions
    -   1.7 million shares of stock repurchased
    -   Capital  expenditures  including  capacity  expansions  for the book and
        magazine markets

    Sales for 1998 were $1.34 billion, an 11% increase over the prior year sales
of $1.20 billion.  Influencing 1998 sales were the acquisitions  effected in the
third and fourth  quarters of 1997,  increased  volume within turnkey  services,
increased print volume for the book and magazine  markets and a slight reduction
in  paper  prices.  Although  the  reduction  in  1998  paper  prices  was  less
significant than in prior years,  fluctuations  impact the  Corporation's  sales
proportionately  given the substantial amount of purchased paper in the printing
operations.
    Net  earnings  of $52.9  million for 1998 were 3% higher than the prior year
earnings  of  $51.4  million,  prior to the 1997  restructuring  charge  of $8.1
million after tax ($.27 per share). Diluted earnings per share in 1998 reached a
record high at $1.80 per share  compared with $1.71 per share in 1997,  prior to
the restructuring charge.
    During 1998, the  Corporation  increased its focus on asset  management with
its Economic Profit model.  Economic  Profit monitors the  contribution of asset
investments  compared  to the cost of  capital  with  the  expected  benefit  of
reducing working capital. With this continued focus during 1998, the Corporation
lowered  year-end  inventories by 22% compared to the prior year.  Also, with an
11% increase in sales, receivables were only slightly above the prior year. As a
result of these initiatives and  cost-containment  efforts,  the Corporation was
able to improve its Economic  Profit during the first full year it used Economic
Profit to gauge its progress.
    With strong cash flow from operating  activities in 1998, Banta continued to
invest  in new  technologies  and key  growth  sectors  along  with a  continued
improvement  in  shareholder   value  through  an  aggressive  share  repurchase
initiative.  During 1998, resources were devoted to developing the Corporation's
Bomedia  digital content  management  system to automate  customers'  production
processes  by  streamlining  information  storage  and  retrieval  for print and
electronic  distribution.  Initial software  programs were developed in 1998 and
additional  enhancements  are expected to be available by mid-year  1999.  Banta
also  strengthened  its digital and graphic design  capabilities in 1998 through
two complementary  acquisitions.  These acquisitions will further position Banta
as a single-source provider of multiple graphic communications solutions. During
1998, the Corporation expanded into the South American print market by acquiring
a 30% equity interest in one of Chile's leading printers.
    Also in 1998, the  consolidation  and integration of the single-use  medical
and  dental  products  supplier  acquired  in late 1997 was  completed.  Efforts
included the  consolidation  of a major  production  facility and a distribution
facility  requiring  the  construction  of  a  200,000-square-foot  distribution
center.  Financial and  manufacturing  systems were also integrated during 1998.
The consolidation efforts will benefit 1999 and future years.
    Finally,  Banta  continued  to make a  substantial  investment  in its share
repurchase initiative.  The Corporation  repurchased 1.7 million shares totaling
approximately  $47  million  in 1998 in  addition  to the $36  million of shares
repurchased in 1997. The previously  authorized  program has a remaining balance
available in excess of $60 million for repurchase. The Corporation will continue
its efforts to actively  repurchase  shares in 1999 as an  opportunity to create
shareholder value.

Net Sales The Corporation operates in one primary business segment,  print, with
other business operations in turnkey services and healthcare products. The print
segment provides comprehensive single source print and print-related services to
publishers  of  educational  and  general  books,  direct  marketing  materials,
consumer and business catalogs and special-interest magazines.  Turnkey services
provides  project   management,   product  assembly,   fulfillment  and  product
localization  services primarily to technology companies in the U.S. and Europe.
Healthcare  products  is  primarily  engaged  in the  production  of  disposable
products used in outpatient clinics, dental offices and hospitals. This business
also has product lines with related  applications  for the food service industry
and film sales.

<PAGE>

    Printing segment net sales of $1.0 billion for 1998 were $68 million,  or 7%
higher  than the prior year total of $936  million.  Net sales for the  printing
segment market classifications,  as a percent of total print segment sales, were
as follows:

--------------------------------------------------------------------------------
                             1998         1997         1996
--------------------------------------------------------------------------------

Books                          29%          30%          29%
Direct Marketing               25           25           25
Catalogs                       24           23           24
Magazines                      16           14           14
Other                           6            8            8
--------------------------------------------------------------------------------
                              100%         100%         100%
================================================================================

    The print  operations  serving the  magazine  market  achieved  strong sales
growth in 1998 with its late  1997  acquisition  of the  Greenfield  Printing  &
Publishing Company and a significant capacity expansion at the Kansas City, Mo.,
facility.  Advertising  page counts were consistent with the high level in 1997,
which resulted in a continued  favorable  capacity  utilization.  Improvement in
book market sales resulted from  increased  trade book printing  activity.  This
increase  was  partially  offset by the  cyclically  lower  number  of  textbook
adoption  programs  in 1998 and  lower  customer  order  quantities  to  control
inventory  levels. A strong textbook adoption period is projected for years 2000
and 2001, with some potential  benefit for late 1999. Sales for direct marketing
materials  were  above  1997 due to sales  volume  added  from  the  prior  year
acquisition  and added volumes at existing  facilities.  Catalog market sales in
1998 were above the prior year  primarily  due to increased  volume for business
catalogs,  however consumer catalog sales volume was lower. Sales in the "other"
category,  which primarily includes digital imaging services, were flat compared
to the prior year.
    Turnkey  services  sales were $226 million in 1998,  an increase of 22% over
1997 sales.  The  European  segment of turnkey  services  achieved  strong sales
growth  influenced by the successful  launch of  Microsoft's  Windows 98 and new
opportunities to serve other large software  customers.  1998 sales for the U.S.
segment of turnkey  services  were slightly  above the prior year.  Sales levels
within  turnkey  services are subject to greater  variations,  as several of the
Corporation's facilities are dependent on a small number of large customers. The
Corporation's  sales levels are therefore  closely  correlated to the success of
its customers' products in the marketplace.
    Healthcare products sales of $106 million in 1998 were significantly  higher
than the prior year due to the  acquisition of The Omnia Group  ("Omnia") in the
third quarter of 1997.
    In 1997,  printing  segment  net sales were $936  million  compared  to $857
million in 1996.  Book market  sales in 1997  increased  significantly  over the
prior year as a result of higher  educational  volume and products for the trade
market.  Catalog  sales were  level  with the prior  year while  sales in direct
marketing  materials  increased  due to added  volume from both new and existing
facilities.  A competitive  pricing environment in catalogs and direct marketing
materials  reduced  both sales and  margins.  Sales  volume grew in the magazine
market due to increased  advertising  pages and market  share  gains.  The sales
increase in the "other"  classification  was  primarily  attributed to increased
digital imaging activity.
    Increased  1997 sales for turnkey  services  resulted  primarily  from added
sales volume  generated by new facilities  opened during the year. This increase
was  partially  offset by the closing of three U.S.  turnkey  facilities  in the
third  quarter of 1997 that no longer met  location  or  customer  requirements.
Sales for healthcare  products  increased in 1997 due primarily to the inclusion
of sales from Omnia, which was acquired in the third quarter of 1997.

Cost of Goods  Sold In 1998,  cost of goods sold as a percent of sales was 80.1%
compared with 80.2% in 1997 and 79.8% in 1996.
    Margins for the  Corporation's  printing  segment  were  impacted by several
factors in 1998. Margins improved through increased utilization and efficiencies
within the magazine market.  Improved  productivity  and utilization  within the
information  services division of the book market also led to increased margins.
These margin  improvements  were  substantially  offset by competitive  pricing,
particularly  in the markets for catalogs and direct  marketing  materials,  and
underutilized  plant capacity.  Inefficiencies and  underutilization  negatively
impacted  margins at the  direct  marketing  mailing  and  fulfillment  facility
acquired in late 1997. The Corporation is currently  reviewing  remedial actions
to eliminate this underperformance in the future.
    Turnkey services margins were higher as a result of increased utilization at
both the U.S. and European  operations.  Successful product launches by European
customers had a positive  impact on margins.  In 1997,  margins were  negatively
impacted  by losses  incurred  at the three  facilities  closed in late 1997 and
start-up  costs at new  facilities  opened  during  the year.  Turnkey  services
expects  to  achieve  single  digit  operating  margins  due to the  substantial
material content included in sales.  However,  with  significantly  less capital
investment per facility,  shareholder value can be created  notwithstanding  the
lower operating margins.
    Operating  margins for  healthcare  products  were below the prior year as a
result of the consolidation  and integration  efforts related to the acquisition
of Omnia. These efforts were substantially completed at the end of 1998.
<PAGE>
    The lower margins in 1997  compared to 1996  resulted from several  factors.
Increasingly  competitive  pricing,  particularly  in  the  commercial  markets,
impacted printing segment margins. This was partially offset by improved margins
in the book and magazine markets due to higher levels of utilization. Margins in
1996 were favorably impacted by changes in the LIFO valuation adjustment.
    Turnkey services margins were lower in 1997 as a result of start-up costs at
three  locations  opened  during the year,  as well as losses  incurred at three
other  facilities  prior to their shutdown.  Margins for healthcare  products in
1997 compared to 1996 were comparable.

Expenses Selling and  administrative  expenses as a percent of sales were 12.6%,
12.1% and 11.7% in 1998, 1997 and 1996, respectively. Selling and administrative
expenses  increased  $22.4 million  (15.4%) in 1998 and $18.7 million (14.7%) in
1997. The acquisitions  made late in 1997 accounted for approximately 60% of the
1998  increase.  Also in 1998,  Banta  continued  its  investment in the Bomedia
digital content  management  system.  Selling and  administrative  expenses as a
percent of sales were  substantially  higher since the initial software versions
related to this  investment  were  released  late in 1998.  The remainder of the
increase was primarily a result of costs  required to support  1998's  increased
sales volume,  including  sales  commissions  and other support costs.  The 1997
increase  is  attributable  to the  acquisitions  made during the year and costs
required to support 1997's increased sales volume.

Earnings From  Operations  Earnings  from  operations as a percent of sales were
7.3%, 6.6% and 8.5% in 1998, 1997 and 1996, respectively. In 1997, earnings from
operations as a percent of sales were 7.7% before the restructuring  charge. The
slight reduction in the 1998 percent was due to the  aforementioned  increase in
selling  and  administrative  expenses  to  support  the 1997  acquisitions  and
investment   initiatives.   This  decrease  was   partially   offset  by  margin
improvements within the print and turnkey segments. The reduction in the percent
from 1996 to 1997  primarily  resulted from margin erosion caused by competitive
pricing and increased selling and administrative expenses in 1997.
    In the third  quarter of 1997,  the  Corporation  recorded  a  restructuring
charge  of $13.5  million  ($8.1  million  after tax or $.27 per  common  share)
related to the sale,  closing  and  discontinuation  of certain  businesses.  At
January 3, 1998, the remaining  reserve  totaled $3.7 million.  During 1998, the
restructuring initiatives were completed with the balance of the reserve used.

Interest Expense and Other Income (Expense)  Interest expense was $10.8 million,
$11.1 million and $10.2  million in 1998,  1997 and 1996,  respectively.  During
1998, the Corporation incurred no significant new long-term debt. Lower interest
expense in 1998 primarily  resulted from the repayment of long-term  obligations
during   1997  and  1998.   The  impact  on   interest   expense  due  to  lower
weighted-average  interest rates was substantially  offset with higher levels of
average short-term borrowings. Interest expense rose in 1997 compared to 1996 as
a result of the short-term  credit facilities used in the latter part of 1997 to
finance three  acquisitions.  Other expense was $0.6 million in 1998 compared to
other  income of $2.3 million in 1997.  The change is  primarily  due to reduced
interest  income and other  non-operating  income,  offset slightly by a gain of
$0.9 million on the sale of a building in 1998.

Pre-tax  Earnings and Provision for Income Taxes Pretax earnings as a percent of
sales were 6.4%, 5.9% (7.0% before the restructuring  charge), and 7.8% in 1998,
1997 and 1996, respectively. The reduction in 1998 pre-tax earnings as a percent
of sales compared to 1997, before  restructuring,  is due to increased operating
expenses offset partially by 1998 margin improvements.
    Effective  income tax rates were  38.5%,  38.8% and 39.5% in 1998,  1997 and
1996,  respectively.  The  reduction in the effective tax rates in 1998 and 1997
was due to lower tax rates on earnings of the European operations and the impact
of tax exempt interest earned on short-term investments.

Liquidity  and  Capital  Resources  The  Corporation  has  historically   raised
long-term  debt  financing by issuing  unsecured  promissory  notes to insurance
companies on a private placement basis. No significant long-term borrowings were
required over the last three years.
    The Corporation  generally  raises  short-term  funds by selling  commercial
paper. Such borrowings are primarily supported by a credit facility with a total
borrowing capacity of $70 million.  Average  outstanding  short-term  borrowings
during 1998,  1997 and 1996 were $24.5 million,  $11.6 million and $0.8 million,
respectively.  The 1998 increase  resulted  primarily  from  borrowings  used to
repurchase shares of common stock and to finance acquisitions made late in 1997.
The  1997  increase   resulted   primarily  from   borrowings  used  to  finance
acquisitions.  Management  believes the Corporation's  liquidity continues to be
strong  and the  degree of  leverage  allows  the  Corporation  to  finance,  at
attractive  borrowing  rates,  its  capital  expenditures  and share  repurchase
initiatives, as well as any other investment opportunities that may arise.
    During 1998, U.S.  working capital  decreased $36 million.  This improvement
was primarily due to enhanced asset  management.  With an 11% increase in sales,
receivables  were essentially flat with the prior year and inventories were down
$21  million.  These  improvements  were  partially  offset  by an  increase  in
short-term  investments  at European  operations.  The 1997  decrease in working
capital was due to financing acquisitions with cash and short-term borrowings.
    The Corporation  repurchased  approximately 1.7 million shares of its common
stock at an average price of $27.67 in 1998 and approximately 1.5 million shares
at an average price of $24.89 in 1997. The share repurchase  program  authorized
by the Corporation's Board of Directors during 1998 has in excess of $60 million
remaining for future investment. During 1999 the Corporation expects to 
<PAGE>

continue  its  repurchase  of shares  pursuant to this  authorization  as market
conditions warrant. Any future stock repurchases will be funded by a combination
of cash provided from operations and short-term borrowings.
    The  Corporation's  capital  investment  program,  which resulted in capital
spending of $55 million in 1998,  reflects its  commitment  to maintain  modern,
efficient  plants and to be able to utilize new  printing  and  digital  imaging
technologies.  Preliminary plans for 1999 are for capital  commitments to exceed
$70 million.  Cash requirements are expected to exceed that amount as the unpaid
balance of prior commitments exceeded $30 million at the end of 1998.

Other  Matters  During 1998,  the  Corporation  completed an  evaluation  of its
computer  software to determine its ability to handle dates  beginning  with the
year 2000. It was  determined  that a significant  portion of the  Corporation's
software was already year-2000  compliant.  This evaluation also resulted in the
development of detailed plans to replace certain software and to reprogram other
software.  Banta  also  implemented  a program  to  confirm  that  business  and
manufacturing  system  hardware,   control  systems  and  software  supplied  by
significant third party vendors is year-2000 ready.  Although complete assurance
cannot be given,  management  currently  believes it is devoting  the  necessary
resources  to  resolve  all  significant   year-2000  issues,  both  Information
Technology ("IT") and non-IT related, by mid-1999.  The Corporation is currently
conducting  audits  and  operational  readiness  testing  as  well  as  pursuing
certification of year-2000 readiness from significant third party vendors.
    The  Corporation's  contingency  plan  related to third party  vendors is to
identify  additional  suppliers and alternate  sources for essential  materials,
primarily  paper, in case one or more of its suppliers were not year-2000 ready.
The majority of the Corporation's  internal  IT-related  systems has either been
replaced  or is in the  process  of  being  replaced  with  year-2000  compliant
systems.  Accordingly,  a contingency  plan has not been  developed for internal
IT-related systems and is not currently considered necessary. The Corporation is
currently testing non-IT-related systems (HVAC, safety and security) and has not
determined whether a contingency plan is needed.
    The risk of not being year-2000  compliant on a timely basis is that product
shipments could  potentially be delayed,  which could have an adverse impact on,
among  other  things,  the  Corporation's  revenues  and  earnings.   Additional
resources,  which cannot be accurately estimated at this time, would be required
to process and fulfill customer orders.
    During 1998, the Corporation spent approximately $3.5 million to upgrade and
replace its systems to ensure year-2000 readiness.  The Corporation estimates it
will incur  additional  costs of $3 to $4 million in 1999.  The  majority of the
systems development costs will be capitalized.

Future Accounting Pronouncement In June 1998, the Financial Accounting Standards
Board issued Statement of Financial  Accounting  Standards No. 133,  "Accounting
for Derivative  Instruments and Hedging Activities." This standard requires that
an entity  recognize  derivatives as either assets or liabilities on its balance
sheet and measure those  instruments at fair value.  The Corporation  intends to
adopt this  standard in 2000.  The adoption of this  standard is not expected to
have a material effect on the Corporation's financial statements.

Forward Looking  Statements Due to the  forward-looking  nature of the preceding
information,  the  Corporation  recommends  readers  reference the "Safe Harbor"
Statement which is reproduced on page 35 of this Annual Report to Shareholders.

Risk  Management  The  Corporation  is  exposed to market  risk from  changes in
interest  rates and foreign  exchange  rates.  However,  since  essentially  all
long-term  debt  is  at  fixed  interest   rates,   exposure  to  interest  rate
fluctuations is minimal.  Exposure to adverse changes in foreign  exchange rates
is also considered immaterial.  Accordingly, management believes the Corporation
is not subject to market risk as defined in Item 305 of Regulation S-K.




<PAGE>


Report of Independent Public Accountants

To the Shareholders of Banta Corporation:
We  have  audited  the  accompanying   consolidated   balance  sheets  of  Banta
Corporation (a Wisconsin corporation) and subsidiaries as of January 2, 1999 and
January  3,  1998,  and  the  related   consolidated   statements  of  earnings,
comprehensive  income,  shareholders'  investment and cash flows for each of the
fiscal years in the  three-year  period ended January 2, 1999.  These  financial
statements  are  the  responsibility  of  the  Corporation's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audits.
    We conducted  our audits in  accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
    In our opinion,  the financial  statements referred to above present fairly,
in all  material  respects,  the  financial  position of Banta  Corporation  and
subsidiaries as of January 2, 1999 and January 3, 1998, and the results of their
operations  and their cash flows for each of the fiscal years in the  three-year
period ended January 2, 1999, in conformity with generally  accepted  accounting
principles.


Arthur Andersen LLP

Milwaukee, Wisconsin
February 1, 1999

Responsibility for Financial Statements
The Consolidated  Financial  Statements and other financial references appearing
in this Annual Report were prepared by management in conformity  with  generally
accepted  accounting  principles   appropriate  for  the  circumstances.   Where
acceptable  alternative  accounting  principles exist, as described in Note 1 of
the Notes to the  Consolidated  Financial  Statements,  management uses its best
judgment  in  selecting  those  principles  that  reflect  fairly the  financial
position and results of operations of the  Corporation.  The accounting  records
and systems of internal  control are designed to reflect the transactions of the
Corporation in accordance with  established  policies and procedures.  Financial
and operational  reviews are undertaken by management to provide  assurance that
the  books  and  records  properly  reflect   transactions   authorized  by  the
Corporation.
    The Consolidated  Financial  Statements appearing in this Annual Report have
been audited by Arthur  Andersen  LLP. Its audits were made in  accordance  with
generally accepted auditing standards and provide an independent review of those
management  responsibilities  that  relate  to the  preparation  of this  Annual
Report.
    The Audit  Committee of the Board of  Directors,  comprised of directors who
are not officers or employees,  reviews the financial and accounting  reports of
the  Corporation,  including  a review  and  discussion  of the  principles  and
procedures  used by management in preparation of the financial  statements.  The
independent  auditors have full and free access to the Audit  Committee and meet
with it to review the results of the audit  engagement,  the  preparation of the
Annual Report and to discuss auditing and financial reporting matters.


<PAGE>




<TABLE>
<CAPTION>
Banta Corporation
CONSOLIDATED BALANCE SHEETS  January 2, 1999, and January 3, 1998
---------------------------------------------------------------------------------------------------------------------------


Dollars in thousands                                                                                    1998          1997
---------------------------------------------------------------------------------------------------------------------------

Assets
Current Assets:
<S>                                                                                               <C>            <C>       
  Cash and cash equivalents                                                                       $    26,584    $   16,432
  Receivables, less reserves of $3,835 and $3,708, respectively                                       233,200       228,483
  Inventories                                                                                          74,724        95,341
  Prepaid expenses                                                                                      7,887         8,922
  Deferred income taxes                                                                                12,225        16,498
---------------------------------------------------------------------------------------------------------------------------
                                                                                                      354,620       365,676
Plant and Equipment:
  Land                                                                                                  8,371         8,544
  Buildings and improvements                                                                          111,143       107,298
  Machinery and equipment                                                                             638,926       602,827
---------------------------------------------------------------------------------------------------------------------------
                                                                                                      758,440       718,669
  Less accumulated depreciation                                                                      (439,805)     (380,312)
---------------------------------------------------------------------------------------------------------------------------
                                                                                                      318,635       338,357
Other Assets                                                                                           20,989        14,524
Cost in Excess of Net Assets of Businesses Acquired                                                    75,722        62,659
---------------------------------------------------------------------------------------------------------------------------
                                                                                                  $   769,966      $781,216
============================================================================================================================

Liabilities and Shareholders' Investment
Current Liabilities:
  Short-term debt                                                                                 $    36,140    $   33,880
  Accounts payable                                                                                    107,649       106,235
  Accrued salaries and wages                                                                           25,085        22,575
  Other accrued liabilities                                                                            20,706        32,492
  Current maturities of long-term debt                                                                  6,911         5,186
---------------------------------------------------------------------------------------------------------------------------
                                                                                                      196,491       200,368
Non-current Liabilities:
  Long-term debt                                                                                      120,628       130,065
  Deferred income taxes                                                                                22,214        19,831
  Other non-current liabilities                                                                        20,702        16,849
---------------------------------------------------------------------------------------------------------------------------
                                                                                                      163,544       166,745
Shareholders' Investment:
  Common stock -- $.10 par value, authorized 75,000,000 shares; 28,260,957
   and 29,793,279 shares issued and outstanding, respectively                                           2,826         2,979
  Amount in excess of par value of stock                                                                   --        35,542
  Accumulated other comprehensive loss                                                                 (2,308)       (3,498)
  Retained earnings                                                                                   409,413       379,080
---------------------------------------------------------------------------------------------------------------------------
                                                                                                      409,931       414,103
---------------------------------------------------------------------------------------------------------------------------
                                                                                                  $   769,966    $  781,216
============================================================================================================================


The accompanying notes to consolidated financial statements are an integral part
of these balance sheets.

</TABLE>

<PAGE>


<TABLE>
<CAPTION>
Banta Corporation
CONSOLIDATED STATEMENTS OF EARNINGS  For the Periods  Ended  January 2, 1999,
January 3, 1998, and December 28, 1996
---------------------------------------------------------------------------------------------------------------------------


Dollars in thousands (except earnings per share)                                       1998           1997          1996
---------------------------------------------------------------------------------------------------------------------------

<S>                                                                                 <C>            <C>           <C>       
Net sales                                                                           $1,335,796     $1,202,483    $1,083,763
Cost of goods sold                                                                   1,070,319        963,920       864,736
---------------------------------------------------------------------------------------------------------------------------
  Gross Earnings                                                                       265,477        238,563       219,027

Selling and administrative expenses                                                    167,932        145,519       126,855
Restructuring charge                                                                        --         13,500           ---
---------------------------------------------------------------------------------------------------------------------------
  Earnings from Operations                                                              97,545         79,544        92,172

Interest expense                                                                       (10,825)       (11,062)      (10,214)
Other (expense) income, net                                                               (630)         2,341         2,249
---------------------------------------------------------------------------------------------------------------------------
  Earnings Before Income Taxes                                                          86,090         70,823        84,207

Provision for income taxes                                                              33,150         27,500        33,300
---------------------------------------------------------------------------------------------------------------------------
  Net Earnings                                                                      $   52,940     $   43,323    $   50,907
===========================================================================================================================

  Basic Earnings per Share of Common Stock                                          $     1.80     $     1.45    $     1.64
===========================================================================================================================


  Diluted Earnings per Share of Common Stock                                        $     1.80     $     1.44    $     1.63
===========================================================================================================================

The accompanying notes to consolidated financial statements are an integral part
of these statements.
</TABLE>



<PAGE>




<TABLE>
<CAPTION>
Banta Corporation
CONSOLIDATED STATEMENTS OF CASH FLOWS  For the Periods Ended January 2, 1999, 
January 3, 1998, and December 28, 1996
--------------------------------------------------------------------------------------------------------------------------
Dollars in thousands                                                                    1998           1997          1996
---------------------------------------------------------------------------------------------------------------------------
<S>                                                                                  <C>           <C>             <C>     
Cash Flows from Operating Activities
Net earnings                                                                         $  52,940     $   43,323      $ 50,907
Adjustments to reconcile net earnings to net cash provided
  by operating activities, net of acquisitions:
   Depreciation and amortization                                                        66,862         62,107        58,270
   Deferred income taxes                                                                   195         (5,128)        1,326
   Restructuring charge                                                                     --         13,500            --
   Restructuring charges paid                                                           (3,733)        (1,843)           --
   Change in assets and liabilities, net of effects of acquisitions:
     (Increase) in receivables                                                          (4,077)        (2,603)       (6,562)
     Decrease (increase) in inventories                                                 20,017        (10,931)        1,831
     Decrease (increase) in other current assets                                         1,036         (1,806)       (1,179)
     (Decrease) increase in accounts payable and accrued liabilities                    (4,625)        23,843         2,250
     Decrease (increase) in other non-current assets                                     3,462           (832)        1,406
     Other, net                                                                          3,782         (1,890)        2,574
---------------------------------------------------------------------------------------------------------------------------
Cash provided by operating activities                                                  135,859        117,740       110,823

Cash Flows from Investing Activities
Capital expenditures                                                                   (55,412)       (63,065)      (60,461)
Proceeds from sale of plant and equipment                                                6,634          3,571         2,376
Cash used for acquisitions, net of cash acquired                                        (7,434)       (75,598)           --
Additions to long-term investments                                                      (5,741)        (1,806)           --
---------------------------------------------------------------------------------------------------------------------------
Cash used for investing activities                                                     (61,953)      (136,898)      (58,085)

Cash Flows from Financing Activities
Short-term debt proceeds, net                                                            2,260         29,260         4,620
Proceeds from issuance of long-term debt                                                    --          1,600            --
Payments on long-term debt                                                              (7,712)        (5,697)       (9,210)
Proceeds from exercise of stock options                                                  3,738          3,418         2,797
Dividends paid and stock redemptions                                                   (15,018)       (14,146)      (13,560)
Repurchase of common stock                                                             (47,022)       (36,262)       (7,098)
---------------------------------------------------------------------------------------------------------------------------
Cash used for financing activities                                                     (63,754)       (21,827)      (22,451)

Net increase (decrease) in cash and cash equivalents                                    10,152        (40,985)       30,287
Cash and cash equivalents at beginning of year                                          16,432         57,417        27,130
---------------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at end of year                                             $  26,584      $  16,432      $ 57,417
===========================================================================================================================

Cash payments for:
  Interest, net of amount capitalized                                                $  12,101      $  10,818      $ 10,312
  Income taxes                                                                          33,481         30,583        30,292

</TABLE>

The accompanying notes to consolidated financial statements are an integral part
of these statements.

<PAGE>
<TABLE>   
<CAPTION> 
Banta Corporation
CONSOLIDATED  STATEMENTS  OF  SHAREHOLDERS'  INVESTMENT  For the  Periods  Ended
January 2, 1999, January 3, 1998, and December 28, 1996
------------------------------------------------------------------------------------------------------------------------

Dollars in thousands

                                                 Common Stock                        
                                        --------------------------     Amount in      Accumulated 
                                             Shares            Par     Excess of     Other Compre-       Retained
                                        Outstanding          Value     Par Value     hensive Income       Earnings          Total
---------------------------------------------------------------------------------------------------------------------------------

<S>                                      <C>                <C>          <C>               <C>           <C>            <C>     
Balance, December 30, 1995               20,559,614         $2,056       $70,138           $   (118)     $ 315,036      $387,112
                                                                                                                       ---------
  Net earnings                                                                                              50,907        50,907
  Other comprehensive income                                                                  1,591                        1,591
                                                                                                                       ---------
  Comprehensive income                                                                                                    52,498
  Cash dividends ($.44 per share)                                                                          (13,553)      (13,553)
  Stock options exercised                   183,894             18         2,779                                           2,797
  Repurchase of common stock               (303,600)           (30)       (7,068)                                         (7,098)
  Three-for-two stock split effected in                                                                             
   the form of a 50% stock dividend      10,292,824          1,029            (7)                           (1,029)           (7)
  Stock issued for acquisition              236,337             24           277                            (1,458)       (1,157)
---------------------------------------------------------------------------------------------------------------------------------
Balance, December 28, 1996               30,969,069          3,097        66,119              1,473        349,903       420,592
                                                                                                                        ---------
  Net earnings                                                                                              43,323        43,323
  Other comprehensive income                                                                 (4,971)                      (4,971)
                                                                                                                        ---------
  Comprehensive income                                                                                                    38,352
  Cash dividends ($.47 per share)                                                                          (14,146)      (14,146)
  Stock options exercised                   204,914             20         3,397                                           3,417
  Repurchase of common stock             (1,456,900)          (146)      (36,116)                                        (36,262)
  Stock issued for acquisition               75,715              8         2,131                                           2,139
  Other                                         481                           11                                              11
---------------------------------------------------------------------------------------------------------------------------------
Balance, January 3, 1998                 29,793,279          2,979        35,542             (3,498)       379,080       414,103
                                                                                                                        ---------
  Net earnings                                                                                              52,940        52,940
  Other comprehensive income                                                                  1,190                        1,190
                                                                                                                      -----------
  Comprehensive income                                                                                                    54,130
  Cash dividends ($.51 per share)                                                                          (15,018)      (15,018)
  Stock options exercised                   166,578             17         3,721                                           3,738
  Repurchase of common stock             (1,698,900)          (170)      (39,263)                           (7,589)      (47,022)
---------------------------------------------------------------------------------------------------------------------------------
Balance, January 2, 1999                 28,260,957         $2,826       $    --           $ (2,308)     $ 409,413      $409,931
=================================================================================================================================
                                                                     
</TABLE>
                                                                     
There are 300,000 shares of $10 par value  preferred stock  authorized,  none of
which is issued. The accompanying notes to consolidated  ?nancial statements are
an integral part of these statements.





<PAGE>


       Note 1

       Summary of Accounting Policies
Significant   accounting   policies  followed  by  the  Banta  Corporation  (the
"Corporation"  or  "Banta")  in  maintaining  financial  records  and  preparing
financial statements are:

Business  The  Corporation  provides a wide  variety of print and  print-related
services  to  publishers  of  educational  and general  books,  special-interest
magazines, consumer and business catalogs, and direct marketing materials. Banta
also offers global project management services,  digital services and single-use
healthcare products.  Customers, who are primarily located throughout the United
States and Europe,  are granted credit on an unsecured basis. No single customer
accounted for more than 10% of consolidated sales during 1998, 1997 or 1996.

Year-end  The  Corporation's  operating  year ends on the  Saturday  closest  to
December  31.  Operating  years 1998 and 1996  ended on  January  2,  1999,  and
December  28, 1996,  respectively,  and  comprised 52 weeks each.  The year 1997
ended on January 3, 1998, and comprised 53 weeks.

Principles of Consolidation The consolidated  financial  statements  include the
accounts of the Corporation and its subsidiaries.  All significant  intercompany
accounts and transactions have been eliminated.

Recognition  of  Sales  In  accordance  with  trade  practices  of the  printing
industry,  sales are recorded by the  Corporation  primarily upon  completion of
manufacturing.   Substantially   all  such  sales  are   produced   to  customer
specifications,  therefore,  the Corporation has no material amounts of finished
goods inventory.

Earnings Per Share of Common  Stock Basic  earnings per share of common stock is
computed  by dividing  net  earnings by the  weighted  average  number of common
shares outstanding during the period. Diluted earnings per share of common stock
is computed by dividing net earnings by the  weighted  average  number of common
shares and common  equivalent  shares,  which  relate  entirely  to the  assumed
exercise  of stock  options.  Average  common  shares for  computation  of basic
earnings per share were 29,334,298,  29,973,736 and 31,103,078 in 1998, 1997 and
1996, respectively.  Average common and common equivalent shares for computation
of diluted  earnings per share were  29,474,873,  30,113,098  and  31,249,169 in
1998, 1997 and 1996, respectively.
    The shares  outstanding  used to compute diluted  earnings per share for the
fourth quarter of 1998, 1997 and 1996 excluded  outstanding  options to purchase
1,295,246,  408,300  and  701,600  shares of common  stock,  respectively,  with
weighted-average exercise prices of $26.67, $27.64 and $26.09, respectively. The
options  were  excluded  because  their  exercise  prices were  greater than the
average  market price of the common  shares  during the  respective  quarter and
their inclusion in the computation would have been antidilutive.

Foreign Currency  Translation  Financial  statements of foreign subsidiaries are
translated  into United  States  dollars in  accordance  with the  provisions of
Statement of Financial Accounting Standards No. 52. Foreign currency transaction
gains and losses were insignificant in 1998, 1997 and 1996.

Capitalized Interest The Corporation  capitalizes interest on major building and
equipment installations and depreciates the amount over the lives of the related
assets.  The total interest  incurred was  $11,756,000  in 1998,  $12,007,000 in
1997,  and  $12,030,000 in 1996 of which  $931,000,  $945,000 and $1,816,000 was
capitalized in 1998, 1997 and 1996, respectively.

Cash and Cash Equivalents Short-term  investments,  with maturities of less than
90 days at the date of purchase, are considered cash equivalents for purposes of
the accompanying consolidated balance sheets and statements of cash flows.
These investments are stated at cost which approximates market.



<PAGE>


Inventories  Approximately  32% and 34% of total  inventories  in 1998 and 1997,
respectively,  and the  majority of the  Corporation's  inventories  used in its
printing  operations,  are  accounted  for at  cost,  determined  by a  last-in,
first-out  (LIFO)  basis,  which  is not in  excess  of  market.  The  remaining
inventories  are  stated  at the lower of cost or  market  using  the  first-in,
first-out (FIFO) basis.

    Inventories include material,  labor and manufacturing  overhead.  Inventory
amounts at year-end are as follows:


--------------------------------------------------------------------------------
Dollars in thousands                                       1998         1997
--------------------------------------------------------------------------------
Raw materials and supplies                              $35,270      $55,026
Work-in-process and finished goods                       43,963       44,908
--------------------------------------------------------------------------------
FIFO value (current cost) of all inventories             79,233       99,934
Excess of current cost over carrying
  value of LIFO inventories                              (4,509)      (4,593)
--------------------------------------------------------------------------------
Net inventories                                         $74,724      $95,341
================================================================================

Plant  and  Equipment  Plant  and  equipment   (including   major  renewals  and
betterments)  are carried at cost and depreciated over the estimated useful life
of  the  assets.   Substantially   all   depreciation   is  computed  using  the
straight-line method for financial reporting purposes.  Accelerated depreciation
methods  are  used  for  tax  purposes.  Leasehold  improvements  are  generally
amortized  over the term of the leases on a  straight-line  basis.  The  general
range of useful lives for  financial  reporting is 15 to 25 years for  buildings
and improvements and 3 to 10 years for machinery and equipment.

Product Development Costs incurred in the development of new products,  prior to
establishing  technological  feasibility,  are  charged to expense as  incurred.
Statement of Financial Accounting Standards ("SFAS") No. 86, "Accounting for the
Costs of Computer Software to be Sold, Leased or Otherwise  Marketed,"  requires
capitalization   of  certain  software   development  costs  subsequent  to  the
establishment of technological feasibility. Based upon the Corporation's product
development process, technological feasibility is established upon completion of
a   detailed   design.   Capitalized   software   costs  are   amortized   on  a
product-by-product  basis over a period of three to five years, depending on the
estimated useful life of the software.  The unamortized  balance, as included in
other assets,  was  $7,547,000  and $1,806,000 at January 2, 1999 and January 3,
1998, respectively.

Income Taxes Deferred tax  liabilities  and assets are  determined  based on the
difference  between the book and the tax basis of assets and  liabilities  using
enacted tax rates in effect for the year in which the  differences  are expected
to reverse.

Cost in Excess of Net Assets of Businesses Acquired Cost in excess of net assets
of businesses acquired  ("goodwill") is amortized and charged against operations
on a straight-line  method over periods of 20 to 25 years. The  realizability of
goodwill  is  evaluated  annually  based upon the  undiscounted  earnings of the
businesses   acquired   compared  with  the  unamortized   amount  of  goodwill.
Accumulated  amortization  of goodwill  was  $10,700,000  and  $8,128,000  as of
January 2, 1999, and January 3, 1998, respectively.

Use of Estimates The  preparation  of financial  statements  in conformity  with
generally accepted  accounting  principles requires management to make estimates
and assumptions that affect the reported amounts and related disclosures. Actual
results could differ from those estimates.

Comprehensive  Income The Corporation adopted Statement of Financial  Accounting
Standards No. 130, "Reporting Comprehensive Income" in 1998. Other comprehensive
income (loss) was comprised solely of foreign currency translation  adjustments.
The  Corporation   does  not  record  U.S.  income  taxes  on  foreign  currency
translation  adjustments  because it does not provide for taxes on undistributed
earnings of foreign subsidiaries.

Derivative  Financial   Instruments  In  June  1998,  the  Financial  Accounting
Standards Board issued SFAS No. 133, "Accounting for Derivative  Instruments and
Hedging Activities." This standard requires that an entity recognize derivatives
as  either  assets  or  liabilities  on its  balance  sheet  and  measure  those
instruments  at fair value.  The  Corporation  intends to adopt this standard in
2000.  The  Corporation  occasionally  utilizes  interest rate swaps and foreign
currency forward exchange  contracts to hedge specific interest rate and foreign
currency  exposures.  These  derivative  financial  instruments are not used for
trading purposes.  The Corporation was party to no material derivative financial
instrument contracts in 1998, 1997 or 1996.



<PAGE>



Internal-use Software The Corporation has elected early adoption of Statement of
Position  98-1,  "Accounting  for the Costs of Computer  Software  Developed  or
Obtained  for  Internal  Use,"  issued  by the  Accounting  Standards  Executive
Committee of the AICPA.  Amortization of capitalized  software is computed on an
item-by-item  basis  over a  period  of three to five  years,  depending  on the
estimated useful life of the software.

    Note 2

    Acquisitions
Acquisition of Morgan Impresores S.A. In November 1998, the Corporation acquired
a  30  percent  equity  interest  in  Morgan  Impresores  S.A.   ("Morgan")  for
approximately  $4.2 million in cash.  Morgan, a Santiago,  Chile-based  company,
provides a wide variety of print  materials and specialty  product  labels.  The
equity  method  of  accounting  will be  used to  account  for  this  investment
prospectively as of the acquisition date.

Acquisition  of The Omnia Group In September of 1997, the  Corporation  acquired
The Omnia Group ("Omnia") for  approximately  $50.7 million in cash.  Omnia is a
supplier of single-use medical and dental products.  The purchase price plus the
liabilities  assumed  exceeded  the  fair  value  of  the  tangible  assets  and
identified  intangible  assets by $19.4 million.  This acquisition was accounted
for as a purchase and accordingly,  the accompanying financial statements of the
Corporation include the results of Omnia beginning with the acquisition date.

Acquisition  of  Greenfield  Printing  &  Publishing  In  October  of 1997,  the
Corporation acquired Greenfield Printing & Publishing Company ("Greenfield") for
approximately $21.3 million in cash. Greenfield is a printer of special-interest
and trade  magazines.  The purchase price plus the liabilities  assumed exceeded
the fair value of the tangible  assets and the identified  intangible  assets by
$13.8 million. This acquisition was accounted for as a purchase.

Other  Acquisitions  During 1998, the  Corporation  acquired all the outstanding
capital stock of Type Designs,  Inc.,  which provides a full range of design and
graphic  production  services.  The  Corporation  also  acquired  the assets and
assumed certain liabilities of Meadows Information Systems, Inc., which develops
page layout and design software products.  These acquisitions were accounted for
as purchases with a combined acquisition price of $4.2 million.
    In September of 1997, the Corporation acquired Bock West, Inc. ("Bock West")
for 75,715 shares of the Corporation's common stock valued at $2.1 million. Bock
West  provides  mailing  and  fulfillment  services.  In  connection  with  this
transaction  the  Corporation  repaid $3.3 million of Bock West's debt which was
classified as cash used for acquisitions in the Statement of Cash Flows.
    During 1996, the Corporation  acquired  Packaging  Fulfillment  Specialists,
Inc.,  which provides  fulfillment  services to publishers.  This purchase price
consisted of 236,337 shares of the Corporation's common stock.

    Note 3

    Short-term Debt
The Corporation  generally obtains short-term  financing through the issuance of
commercial paper and borrowing against lines of credit with banks. At January 2,
1999, the Corporation had credit facilities totaling $78 million. Of this total,
$70 million  represents a credit  facility made available by three banks,  which
can be used to support  both  commercial  paper and  unsecured  borrowings.  The
remaining $8 million is a secured  credit  facility  denominated in Irish punts,
which is used to finance the Corporation's European operations.
    At  January  2,  1999,  the  Corporation   had  notes  payable   outstanding
aggregating  $36.1  million  against  the  credit  facilities,  which  consisted
entirely of commercial  paper with a weighted  average interest rate of 5.6%. At
January 3, 1998, the Corporation had notes payable outstanding aggregating $33.9
million,  which consisted  entirely of commercial  paper with a weighted average
interest rate of 6.0%. The maximum  outstanding  borrowings during 1998 and 1997
were $44.5  million and $40.1  million,  respectively.  The average  outstanding
borrowings   during  1998  and  1997  were  $24.5  million  and  $11.6  million,
respectively. The weighted-average interest rates on such borrowings during 1998
and 1997 were 5.6% and 5.8%, respectively.




<PAGE>


    Note 4

    Long-term Debt

Long-term  debt,  including  amounts  payable  within one year,  consists of the
following:


<TABLE>
<CAPTION>


-----------------------------------------------------------------------------------------------------------
 Dollars in thousands                                                      Maturities    1998        1997
-----------------------------------------------------------------------------------------------------------
<S>                                                                          <C>       <C>        <C>      
Promissory Notes:
6.81%                                                                        2004-2010 $35,000    $  35,000
7.62%                                                                        1999-2009  25,000       25,000
7.98%                                                                        2000-2010  25,000       25,000
9.53%                                                                        1999-2005  12,727       14,545
7.38%                                                                        2005-2015  15,000       15,000
10.11%                                                                       1999        1,500        4,000
Notes Payable and Capital Lease Obligations,
  generally fixed rates of interest, 6.0% to 9.8%                            1999-2002   6,322        7,926
Industrial Revenue Bonds:
  Floating rates of interest, approximating 80% of the prime rate            1999-2015   6,450        6,600
  Fixed rate of interest at 5.8% to 7.5%                                     1999-2002     540        2,180
-----------------------------------------------------------------------------------------------------------
                                                                                       127,539      135,251
Less current maturities                                                                 (6,911)      (5,186)
-----------------------------------------------------------------------------------------------------------
Long-term debt                                                                        $120,628     $130,065
===========================================================================================================

</TABLE>

    Maturities  of  long-term  debt  during  the  next  five  years  are:  1999,
$6,911,000;  2000, $7,117,000;  2001, $9,261,000;  2002, $12,489,000;  and 2003,
$6,580,000.  Industrial  Revenue  Bonds  aggregating  $1,790,000  are secured by
certain real estate and equipment.
    The  Promissory  Note  agreements  contain  various  operating and financial
covenants.  The more restrictive of these covenants require that working capital
be maintained  at a minimum of  $40,000,000,  current  assets be 150% of current
liabilities and consolidated  tangible net worth be not less than  $125,000,000.
Funded debt of up to 50% of the sum of consolidated  net worth and  consolidated
funded  debt may be  incurred  without  prior  consent of the  noteholders.  The
Corporation may incur  short-term debt of up to 25% of consolidated net worth at
any time and is required to be free of all such  obligations  in excess of 12.5%
of consolidated net worth for 60 consecutive days each year. The agreements also
contain  limitations  on leases and ratable  security on certain types of liens.
The Corporation  was in compliance  with all of its  significant  debt covenants
throughout 1998, 1997 and 1996.
    One of the Promissory Note agreements contains covenants, which restrict the
payment of dividends.  As of January 2, 1999,  $127,162,000 of retained earnings
was available for the payment of dividends  under the most  restrictive  of such
covenants.
    Based on the borrowing  rates  currently  available to the  Corporation  for
loans with  similar  terms and average  maturities,  the fair value of long-term
debt as of January 2, 1999, including current maturities, was $145,493,000.

    Note 5

    Stock Option Plans for Management Employees
At January 2, 1999,  the  Corporation  had options  outstanding or available for
grant under two stock option plans - the 1995 Equity Incentive Plan and the 1991
Stock Option Plan. Under the plans, options to purchase common stock are granted
to officers  and key  employees at prices not less than the fair market value of
the common stock on the date of the grant.  Options  granted under the 1991 plan
may be exercised up to five years after the date of the grant.  Options  granted
under the 1995 plan may be exercised up to ten years from the date of the grant.
At  January  2,  1999,  96,984  shares of the  Corporation's  common  stock were
reserved for future option grants.
    The plans  permit  participants  to use  option  shares  for the  purpose of
offsetting  income tax  liabilities  incurred upon the exercise of stock options
and allow for grants of either  Incentive  Stock Options or  Nonstatutory  Stock
Options.  The plans include  provisions that authorize  options to be granted to
non-employee Directors.


<PAGE>



The following table summarizes activity under the stock option plans:


--------------------------------------------------------------------------------
                                                             Weighted
                          Options         Price Range   Average Price
--------------------------------------------------------------------------------
Outstanding at                                                
  December 30, 1995     1,712,030          $11 - $29            $21
  Granted                 442,300           21 - 29              21
  Exercised              (316,911)          11 - 24              14
  Canceled or expired     (58,188)          21 - 28              24
--------------------------------------------------------------------------------
Outstanding at                                                
  December 28, 1996     1,779,231           15 - 29              22
  Granted                 402,500           25 - 26              26
  Exercised              (398,461)          15 - 23              18
  Canceled or expired     (60,003)          21 - 28              25
--------------------------------------------------------------------------------
Outstanding at                                                
  January 3, 1998       1,723,267           18 - 29              24
  Granted                 575,200           24 - 31              26
  Exercised              (287,777)          18 - 28              23
  Canceled or expired     (65,320)          21 - 29              25
--------------------------------------------------------------------------------
Outstanding at                                                
  January 2, 1999       1,945,370          $20 -  $31           $25
================================================================================
                                                              
                                                      
    Of the options  outstanding at January 2, 1999,  968,534 were exercisable at
prices  ranging from $20 to $31,  and a weighted  average of $24. The balance of
the options  become  exercisable at various times through 2001 at prices ranging
from $21 to $29, and a weighted average of $26.
    During  1998,   1997  and  1996,   121,199,   193,547  and  133,017  shares,
respectively,  were submitted to the  Corporation  in partial  payment for stock
option exercises and to offset income tax liabilities.  The Corporation canceled
these shares.
    The Corporation accounts for stock options pursuant to the provisions of APB
Opinion No. 25, which requires no compensation  cost to be recognized when stock
options  are  granted.   If  the  Corporation  had  charged   earnings  for  the
compensation cost related to its stock option grants determined  consistent with
Financial  Accounting  Standards  Board  Statement No. 123, its net earnings and
earnings per share would have been reduced to the following pro forma amounts:


--------------------------------------------------------------------------------
Dollars in thousands,
except per share amounts                  1998         1997         1996
--------------------------------------------------------------------------------

Net Earnings:
         As Reported                    $52,940      $43,323      $50,907
         Pro Forma                       50,895       42,032       50,168
Earnings per share of common stock:
  Basic:    As Reported                 $  1.80      $  1.45      $  1.64
            Pro Forma                      1.74         1.40         1.61
  Diluted:  As Reported                    1.80         1.44         1.63
Pro Forma                                  1.73         1.40         1.61

    Because the Statement  No. 123 method of accounting  has not been applied to
options  granted prior to January 1, 1995, the resulting pro forma  compensation
cost may not be representative of that to be expected in future years.
    The fair value of each option  grant is estimated on the date of grant using
the  Black-Scholes  option  pricing  model with the  following  weighted-average
assumptions  used for  grants in 1998,  1997 and 1996,  respectively:  risk-free
interest rates of 4.5%,  6.2% and 6.6%;  expected  dividend yields of 2.0%, 1.7%
and 1.9%; expected lives of 5.7, 4.9 and 4.9 years;  expected volatility of 30%,
25% and 26%.  The weighted  average  fair value of the options  granted in 1998,
1997 and 1996 was $6.73, $7.65 and $5.86, respectively.

<PAGE>

    Note 6

    Operating Leases
The  Corporation  leases a variety of assets  used in its  operations  including
manufacturing   facilities,   warehouses,   office  space,   office   equipment,
automobiles and trucks. Annual rentals amounted to $16,219,000,  $12,748,000 and
$9,816,000 in 1998, 1997 and 1996, respectively.  Minimum rental commitments for
the years 1999  through 2003  aggregate  $10,234,000,  $10,570,000,  $9,538,000,
$8,060,000 and $8,159,000, respectively, and $34,662,000 thereafter.

    Note 7

    Restructuring Charge

In the third quarter of 1997, the Corporation recorded a restructuring charge of
$13.5 million ($8.1 million after tax and $.27 per common share)  related to the
sale of its point-of-purchase  sign and display business, the discontinuation of
the intaglio  print-based  security  products business and the interactive video
operation,  and the closing of three Banta  Global  Turnkey  facilities.  During
1998, the restructuring initiatives were completed.
    The  following   table   presents  the   components  of  the   Corporation's
restructuring  reserves  together  with the payments  against the reserves  from
their establishment through January 2, 1999:

<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------------------------
                                                                            Original
                                                                       Restructuring      Used in      Used in     Year-End
Dollars in thousands                                                          Charge         1997         1998      Balance
---------------------------------------------------------------------------------------------------------------------------
<S>                                                                        <C>            <C>          <C>            <C>
Write down of property, plant and equipment, and other assets              $   7,924      $(7,924)     $    --        $
Expenditures for closing facilities                                            5,576       (1,843)      (3,733)          --
---------------------------------------------------------------------------------------------------------------------------
  Total                                                                    $  13,500      $(9,767)     $(3,733)       $  --
===========================================================================================================================

</TABLE>

    Note 8

    Employee Benefit Plans
The Corporation and its unions have several pension plans covering substantially
all  employees.  The plans are  non-contributory  and  benefits  are based on an
employee's years of service and earnings. The Corporation makes contributions to
the  qualified  plans  each  year,  at  least  equal  to  the  minimum  required
contributions as defined by the Employee  Retirement Income Security Act (ERISA)
of 1974. The Corporation also maintains a non-qualified  supplemental retirement
plan, which is not funded.
    The Corporation and its subsidiaries  also provide  non-contractual  limited
healthcare  benefits for certain  retired  employees.  The program  provides for
defined  initial   contributions   by  the   Corporation   toward  the  cost  of
postretirement  healthcare  coverage.  The  balance  of the cost is borne by the
retirees. The program provides that increases in the Corporation's  contribution
toward  coverage  will  not  exceed  4%  per  year.  Due  to  the  terms  of the
Corporation's  postretirement  healthcare program,  assumed healthcare cost rate
trends do not affect the Corporation's costs.
    Net   periodic   pension   and   postretirement   benefit   costs   for  the
Corporation-sponsored plans, were as follows:

<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------------------
Dollars in thousands                                    Pension Benefits                             Other Benefits
-----------------------------------------------------------------------------------------------------------------------------
                                                   1998         1997          1996             1998         1997         1996
-----------------------------------------------------------------------------------------------------------------------------
                                                
<S>                                             <C>           <C>          <C>               <C>          <C>         <C>    
Service cost-benefits earned during the year    $ 5,261       $3,952       $ 4,137           $1,011       $  572      $   641
Interest cost on projected benefit obligation     5,930        5,310         5,029              781          657          525
Expected return on plan assets                   (8,001)      (6,606)       (5,602)              --           --           --
Amortization of prior service cost                  437          444           417               26           --           --
Amortization of transition obligation (asset)      (395)        (400)         (400)             254          255          255
Amortization of net (gain) loss                     (25)        (253)           54               18           --           --
-----------------------------------------------------------------------------------------------------------------------------
                                                
Net pension and other benefits expense          $ 3,207       $2,447       $ 3,635           $2,090       $1,484      $ 1,421
=============================================================================================================================
                                              
</TABLE>
<PAGE>

    Significant  assumptions used in determining net pension and  postretirement
benefit expense for the Corporation's plans are as follows:

<TABLE>
<CAPTION>

---------------------------------------------------------------------------------------------------------------------------
                                                            Pension Benefits                             Other Benefits
---------------------------------------------------------------------------------------------------------------------------
                                                     1998         1997          1996           1998         1997      1996
---------------------------------------------------------------------------------------------------------------------------

<S>                                                  <C>          <C>           <C>             <C>          <C>       <C>  
Discount rate                                        7.00%        7.75%         7.25%           7.00%        7.75%     7.25%
Expected rate of increase in compensation            4.0          4.0           5.0            --           --        --
Expected long-term rate of return on plan assets     9.5          9.0           9.0            --           --        --
</TABLE>


    All of the Corporation's  pension plans, except the supplemental  retirement
plan, have assets in excess of the accumulated benefit obligation. The projected
benefit  obligation and  accumulated  benefit  obligation  for the  supplemental
retirement  plan  were  $8,792,000  and  $6,016,000  in 1998,  respectively  and
$7,903,000  and  $5,457,000  in 1997,  respectively.  Plan assets for the funded
plans include  commingled funds,  marketable equity securities and corporate and
government debt securities. The following table presents a reconciliation of the
funded status of the plans using an assumed  discount rate of 7.00% for 1998 and
1997:

<TABLE>
<CAPTION>

---------------------------------------------------------------------------------------------------------------------------
Dollars in thousands                                                       Pension Benefits                 Other Benefits
---------------------------------------------------------------------------------------------------------------------------
                                                                        1998         1997               1998         1997
---------------------------------------------------------------------------------------------------------------------------
Change in benefit obligation:
<S>                                                                  <C>            <C>                <C>          <C>    
  Benefit obligation at beginning of year                            $  86,382      $73,814            $10,957      $ 7,634
  Service cost                                                           5,261        3,952              1,011          572
  Interest cost                                                          5,930        5,310                781          657
  Change in assumptions                                                    798        8,127               (387)       2,209
  Participants' contributions                                               --           --                279          221
  Acquisitions                                                              --           --                176           --
  Plan amendments                                                           --       (1,437)               506           --
  Benefits paid                                                         (4,117)      (3,384)              (528)        (336)
---------------------------------------------------------------------------------------------------------------------------
                                                                        94,254       86,382             12,795       10,957
---------------------------------------------------------------------------------------------------------------------------
Change in plan assets:
  Fair value of plan assets at beginning of year                        94,069       81,299                 --           --
  Actual return on plan assets                                          13,307       12,850                 --           --
  Employer contributions                                                 2,320        3,304                249          115
  Participants' contributions                                               --          --                 279          221
  Benefits paid                                                         (4,117)      (3,384)              (528)        (336)
---------------------------------------------------------------------------------------------------------------------------
                                                                       105,579       94,069                 --           --
---------------------------------------------------------------------------------------------------------------------------
Plan assets (in excess of) less than benefit obligation                (11,325)      (7,687)            12,795       10,957
Unrecognized net gain (loss)                                            18,816       14,375             (1,427)      (1,833)
Unrecognized prior service cost                                         (3,049)      (3,486)              (481)          --
Unrecognized net asset (obligation)                                      1,340        1,735             (3,564)      (3,818)
Adjustment required to recognize minimum liability                       1,343        1,626                 --           --
---------------------------------------------------------------------------------------------------------------------------
Accrued pension cost                                                 $   7,125      $ 6,563            $ 7,323      $ 5,306 
                                                                    -------------------------------------------------------
Intangible asset recognized in Consolidated Balance Sheets           $   1,343      $ 1,626            $    --      $    --
===========================================================================================================================
</TABLE>

    Approximately 35% of the Corporation's non-salaried employees are covered by
multi-employer  union-sponsored,  collectively bargained defined benefit pension
plans. Pension expense includes  $2,275,000,  $2,284,000 and $1,996,000 in 1998,
1997 and 1996,  respectively,  attributable to the  multi-employer  plans. These
costs are  determined in  accordance  with the  provisions  of negotiated  labor
contacts.
<PAGE>


    The  Corporation  has  established  an  Incentive  Savings  Plan  (401K) for
substantially all of its non-bargaining unit employees.  Employee  contributions
are partially  matched by the  Corporation in accordance with criteria set forth
in the plan. Matching  contributions charged to earnings for 1998, 1997 and 1996
were $2,624,000, $2,408,000 and $2,341,000, respectively.

    Note 9

    Capital Stock

In March 1996, the Corporation  distributed a three-for-two stock split effected
in the form of a 50%  stock  dividend.  The par value of the  additional  shares
issued was  capitalized  by a transfer of $1,029,000  from retained  earnings to
common stock.
    Prior to 1997, the  Corporation  was authorized by the Board of Directors to
purchase up to 1,500,000 shares of outstanding  common stock in the open market.
As of December  28, 1996,  303,600  shares of the  Corporation's  stock had been
repurchased  under this authority for an aggregate  cost of  $7,098,000.  During
1997 an additional 1,158,900 shares were repurchased under this authority for an
aggregate cost of  $28,713,000.  In 1997 the  Corporation  was authorized by the
Board  of  Directors  to  purchase  up  to an  additional  1,500,000  shares  of
outstanding  common  stock in the open  market.  As of January 3, 1998,  298,000
shares of the  Corporation's  stock had been repurchased under this authority at
an aggregate cost of $7,549,000.  During 1998 an additional  125,000 shares were
repurchased under this authority for an aggregate cost of $3,232,000.
    In April  1998 the  Board of  Directors  authorized  a new  program  for the
repurchase of $60 million of common stock.  This program was expanded in October
1998 for the  repurchase  of an additional  $50 million of common  stock.  As of
January  2,  1999,   1,573,900  shares  of  the  Corporation's  stock  had  been
repurchased under this authority at an aggregate cost of $43,790,000. All of the
repurchased shares were subsequently canceled.
    Pursuant to the  Corporation's  Shareholder  Rights  Plan,  one common stock
purchase right is included with each  outstanding  share of common stock. In the
event the rights  become  exercisable,  each right will  initially  entitle  its
holder to buy one-half of one share of the Corporation's common stock at a price
of $40 per share (equivalent to $20 per one-half share),  subject to adjustment.
The rights will become  exercisable if a person or group acquires 20% or more of
the  Corporation's  common  stock or announces a tender offer for 20% or more of
the common stock. Upon the occurrence of certain events,  including a person, or
group,  acquiring 20% or more of the Corporation's common stock, each right will
entitle the holder to  purchase,  at the right's  then-current  exercise  price,
common stock of the Corporation or, depending on the circumstances, common stock
of the acquiring corporation having a market value of twice such exercise price.
The rights may be redeemed by the  Corporation  at a price of one cent per right
at any  time  prior  to the  rights  becoming  exercisable  or  prior  to  their
expiration in November 2001.



<PAGE>


    Note 10

    Income Taxes

The provision for income taxes consists of the following:


--------------------------------------------------------------------------------
Dollars in thousands            1998         1997         1996
--------------------------------------------------------------------------------
Current:                     
  Federal                      $25,525      $25,531      $25,354
  State                          5,958        5,772        5,754
  Foreign                        1,472        1,325          866
--------------------------------------------------------------------------------
                                32,955       32,628       31,974
Deferred                           195       (5,128)       1,326
--------------------------------------------------------------------------------
Provision for income taxes     $33,150      $27,500      $33,300
================================================================================
                           
    Below is a reconciliation  of the statutory  federal income tax rate and the
effective income tax rate:


--------------------------------------------------------------------------------
                               1998         1997         1996
--------------------------------------------------------------------------------
Statutory federal tax rate     35.0%        35.0%        35.0%
State and local income
  taxes, less applicable
  federal tax benefit           4.2          3.9          4.1
Other, net                      (.7)         (.1)          .4
--------------------------------------------------------------------------------
Effective income tax rate      38.5%        38.8%        39.5%
================================================================================

    Temporary  differences  which  give  rise to the  deferred  tax  assets  and
liabilities at January 2, 1999 and January 3, 1998 are as follows:

--------------------------------------------------------------------------------
Dollars in thousands                       1998         1997
--------------------------------------------------------------------------------
Deferred tax assets:
  Vacation accrual                      $  3,224     $  2,735
  Other accrued liabilities                5,331       10,202
  Reserve for uncollectible accounts       1,359        1,643
  Other                                    2,311        1,918
--------------------------------------------------------------------------------
                                        $ 12,225     $ 16,498
================================================================================
Deferred tax liabilities:
  Accelerated depreciation              $(31,639)    $(33,026)
  Goodwill amortization                   (1,143)       5,427
  Accrued pension cost                     2,296        2,139
  Accrued postretirement benefit cost      2,958        2,109
  Deferred compensation                    2,290        2,159
  Other                                    3,024        1,361
--------------------------------------------------------------------------------
                                        $(22,214)    $(19,831)
================================================================================




<PAGE>



    No United  States  deferred  taxes have been  provided on the  undistributed
foreign subsidiary earnings which aggregated  $7,161,000 at January 2, 1999, and
are considered  permanently invested.  If undistributed  earnings were remitted,
tax credits would substantially offset any resulting domestic tax liability.
    The  non-United   States   component  of  income  before  income  taxes  was
$5,498,000, $3,886,000 and $2,444,000 in 1998, 1997 and 1996, respectively.

    Note 11
    Contingencies
The  Corporation  is  involved in various  claims,  including  those  related to
environmental matters, and lawsuits arising in the normal course of business. In
the opinion of management,  the ultimate liability, if any, for these claims and
lawsuits beyond any reserves already provided,  will not have a material adverse
effect on the consolidated statements of earnings of the Corporation.

    Note 12
    Segment Information
The Corporation  operates in one primary  business  segment,  print,  with other
business  operations  in turnkey  services and  healthcare  products.  The print
segment provides printed  products and  print-related  services to publishers of
educational and general books, special-interest magazines, consumer and business
catalogs,  and direct marketing  materials.  Turnkey  services  provides project
management,  product  assembly,  fulfillment and product  localization  services
primarily to technology  companies in the United  States and Europe.  Healthcare
products is primarily  engaged in the production of disposable  products used in
outpatient  clinics,  dental  offices and  hospitals.  This  business also has a
separate product line with related applications for the food service industry.


<PAGE>



    These operations are strategic business units that service different markets
and offer  different  products  and  services.  The  accounting  policies of the
segments are the same as those described in the Summary of Accounting  Policies.
Intersegment sales are not significant.  The Corporation  evaluates  performance
based on earnings from  operations.  Summarized  segment data for 1998, 1997 and
1996 are as follows:


<TABLE>
<CAPTION>


---------------------------------------------------------------------------------------------------------------------------
Dollars in thousands                  Printing     All Other 1          Total
--------------------------------------------------------------------------------------------------------------------------
                                                                 
1998                                                             
<S>                                 <C>             <C>            <C>       
Net sales                           $1,003,913      $  331,883     $1,335,796
Intersegment sales                       6,699             688          7,387
Depreciation and                                                 
  amortization                          59,274           5,560         64,834
Earnings from operations                92,764          22,122        114,886
Significant non-cash items                  --              --             --
Total assets                           542,508         204,506        747,014
Capital expenditures                   43,420            9,942         53,362
                                                                 
1997                                                             
Net sales                           $  936,019      $  266,464     $1,202,483
Intersegment sales                       7,501           1,215          8,716
Depreciation and                                                 
  amortization                          56,241           4,640         60,881
Earnings from operations 2              91,456          15,541        106,997
Significant non-cash items:                                      
  Restructuring reserve                  9,500           4,000         13,500
Total assets                           568,298         191,793        760,091
Capital expenditures                    54,092           7,460         61,552
1996                                                             
Net sales                           $  856,863      $  226,900     $1,083,763
Intersegment sales                      10,411             889         11,300
Depreciation and                                                 
  amortization                          53,475           4,143         57,618
Earnings from operations                87,359          17,538        104,897
Significant non-cash items                  --              --             --
Total assets                           571,947         145,812        717,759
Capital expenditures                    53,153           6,614         59,767
                                                                 
1 "All Other"  includes the operations  within  turnkey  services and healthcare
products which have been aggregated.
2 Earnings from operations before restructuring charge of $13.5 million.

</TABLE>


<PAGE>



    The following table presents a reconciliation of certain segment information
to the totals contained in the Consolidated Financial Statements:



--------------------------------------------------------------------------------
Dollars in thousands                     1998         1997         1996
--------------------------------------------------------------------------------
Earnings from operations:
Reportable segment
  earnings                            $  92,764    $  91,456    $  87,359
Other segment earnings                   22,122       15,541       17,538
Unallocated corporate 
  expenses                              (17,341)     (13,953)     (12,725)
Restructuring charge                         --      (13,500)          --
Interest expense                        (10,825)     (11,062)     (10,214)
Other income (expense)                     (630)       2,341        2,249
--------------------------------------------------------------------------------
Earnings before
  income taxes                        $  86,090    $  70,823    $  84,207
================================================================================


Total assets:
Reportable segment
  assets                              $ 542,508    $ 568,298    $ 571,947
Other segment assets                    204,506      191,793      145,812
Intergroup receivable
  elimination                            (1,219)      (2,297)      (3,071)
Advances to segments
  elimination                                --           --      (19,990)
Other unallocated
  amounts                                24,171       23,422       24,520
--------------------------------------------------------------------------------
Consolidated total
  assets                              $ 769,966    $ 781,216     $719,218
================================================================================


    Summarized  geographic data for the Corporation's  operations for 1998, 1997
and 1996 are as follows (net sales are attributed to countries  primarily  based
on location of operation):




--------------------------------------------------------------------------------
Dollars in thousands                      1998         1997         1996
--------------------------------------------------------------------------------
Net sales
United States                        $1,144,741   $1,056,791   $  945,740
Ireland                                 127,110       93,798       94,578
Other foreign countries                  63,945       51,894       43,445
--------------------------------------------------------------------------------
                                     $1,335,796   $1,202,483   $1,083,763
================================================================================


Assets
United States                        $  666,678  $   703,833   $  639,730
Ireland                                  79,712       47,770       55,531
Other foreign countries                  23,576       29,613       23,957
--------------------------------------------------------------------------------
                                     $  769,966 $    781,216   $  719,218
================================================================================


<PAGE>

UNAUDITED QUARTERLY FINANCIAL INFORMATION
--------------------------------------------------------------------------------


The following table presents financial information by quarter for the years 1998
and 1997.
<TABLE>
<CAPTION>

Dollars in thousands (except per share data)
---------------------------------------------------------------------------------------------------------------------------

                              Quarter Ended             Quarter Ended              Quarter Ended             Quarter Ended
                                  March                     June                     September                 December
                           1998         1997          1998         1997         1998         1997         1998         1997
---------------------------------------------------------------------------------------------------------------------------

<S>                    <C>           <C>           <C>          <C>          <C>          <C>          <C>          <C>     
Net sales              $330,810      $275,363      $316,000     $276,217     $343,681     $298,322     $345,305     $352,581
Gross earnings           64,814        52,722        66,125       57,646       70,739       59,707       63,799       68,488
Net earnings             11,032        10,018        13,394       12,584       16,230        5,602*      12,284       15,119
Basic earnings
  per share                 .37           .33           .45          .42          .55          .19          .43          .51
Diluted earnings
  per share                 .37           .33           .45          .42          .55          .19          .43          .50

* Third quarter 1997 results of  operations  include a  restructuring  charge of
$8.1 million, after tax ($.27 per common share).
</TABLE>

<TABLE>
<CAPTION>

DIVIDEND RECORD AND MARKET PRICES
---------------------------------------------------------------------------------------------------------------------------
Per Share of Common Stock
---------------------------------------------------------------------------------------------------------------------------

                                                           First         Second         Third         Fourth         Entire
                                                          Quarter        Quarter       Quarter        Quarter          Year
---------------------------------------------------------------------------------------------------------------------------

<S>                                                     <C>            <C>           <C>             <C>           <C>     
1998 dividends paid                                     $    .12       $    .13      $    .13        $    .13      $    .51
Price range:
  High                                                  $ 32 1/4       $ 34 7/8      $ 31  5/8       $  283/8      $ 34 7/8
  Low                                                    24 7/16        29 7/8         2511/16          217/8        21 7/8

1997 dividends paid                                     $    .11       $    .12      $    .12        $    .12      $    .47

Price range:
  High                                                  $ 26 5/8       $ 29 1/2      $29  7/8        $2811/16      $ 29 7/8
  Low                                                     22 1/2         24 7/8       26  1/8           243/4        22 1/2
</TABLE>

Prior to  December  18,  1998,  Banta  Corporation  was  included  in the Nasdaq
National  Market  List and the  symbol  was BNTA.  On  November  23,  1998,  the
Corporation  formally  received approval for listing its common stock on the New
York Stock Exchange. Banta stock began trading on the New York Stock Exchange on
December  18, 1998,  under the new symbol BN. The stock prices  listed above are
the high and low  trades.  As of  February 1, 1999,  the  Corporation  had 2,384
shareholders of record.