Exhibit 10(y)  


                                BANTA CORPORATION

                              ECONOMIC PROFIT (EP)

                      LONG-TERM INCENTIVE COMPENSATION PLAN

                                 January 1, 1998

                           (Amended February 3, 1998)

                                    ARTICLE I

                              Statement of Purpose

   1.1  The purpose of the Banta Corporation (the "Company") Economic Profit
        ("EP") Long-Term Incentive Compensation Plan (the "Plan") is to
        provide an incentive compensation system which promotes and rewards
        the maximization of shareholder value over the long term.  The Plan
        is designed to create a focus for all participants to achieve the key
        financial and strategic objectives which drive shareholder value
        creation.  The Plan aims to provide a fair and meaningful reward for
        achieving or surpassing shareholder value creation goals by directly
        linking incentive compensation to EP and, thereby, reward management
        for creating value.

   1.2  EP is the performance measure of value creation.  EP reflects the
        benefits and costs of capital employment.  Managers create value when
        they employ capital in an endeavor that generates a return that
        exceeds the cost of the capital employed.  By imputing the cost of
        capital upon the operating profits generated by the Company, EP
        measures the total value created by management.

   EP = (Net Operating Profit After Tax - Capital Charge)

   1.3  Each Plan Participant has a prescribed Target Bonus which is based on
        the Company's Actual EP results.  Bonuses are calculated based on
        annual EP.  Each bonus will be paid out one-third annually over a
        three year period subject to the payout rules contained in Section
        5.5. In no circumstance will the participant be required to reimburse
        the company for negative bank balances.

   1.4  The Plan will be administered on a fiscal year basis under the
        direction and control of the Compensation Committee of the Banta
        Corporation Board of Directors (the "Committee").  At a meeting of
        the Committee during the first quarter of each year the Committee
        will review and approve the list of Plan Participants for such year,
        along with the Company's Cost of Capital, Target EP, Improvement
        Factor, and Bonus Table Generator amounts for such year.

                                   ARTICLE II

                    Definition of EP and the Components of EP

   2.1  "Capital" means the net investment employed in the operations of the
        Company.  The components of Capital are as follows:

                        Shareholders Equity
                Plus:   Advances from (to) Corporate
                Plus:   Collected cash overdrafts (balances)
                Plus:   Long-term debt (including current portion) and
                        short-term debt
                Plus:   Deferred taxes (net of future tax benefit)
                Plus:   Accrued (prepaid) income taxes
                Plus:   LIFO Reserve
                Plus:   Cumulative goodwill and non-compete amortization
                Plus:   Acquisition earnouts paid
                Plus:   Capitalized leases
                Plus:   Non-cash accruals
                Plus:   Negative EP on acquisitions and/or major R&D
                        projects approved by the Chief Executive Officer
                Plus/Less:  Other capital items as determined by management
                        and approved by the Committee
                Less:   Non-operating Cash
                Equals: Capital

        Each component of Capital will be measured by computing an average
        balance based on the ending period balance for each period the
        Company closes its books within the year.

   2.2  "Cost of Capital" will be estimated at the beginning of each year
        based on the weighted average of the after-tax cost of debt and
        equity for the year in question for the entire Company.  Calculations
        will be carried to one decimal point.

   2.3  "Capital Charge" means the deemed opportunity cost of employing
        Capital in the Company.  The Capital Charge is computed as follows:

             Capital Charge = Capital x Cost of Capital

   2.4  "Net Operating Profit After Tax" or "NOPAT"

        "NOPAT" means the after-tax earnings attributable to the capital
        employed in the Company for the year in question.  The components of
        NOPAT are as follows:

                        Operating Earnings Before Income Taxes
                Plus:   Miscellaneous income (excluding interest income)
                Plus:   Current LIFO expense
                Plus:   Change in non-cash accruals
                Plus:   Capitalized lease adjustment
                Plus:   Non-compete amortization
                Plus:   Goodwill amortization
                Plus:   Acquisition earnouts expensed
                Plus:   R&D expense
                Less:   R&D amortization
                Plus/Less:  Other items as determined by management and
                        approved by the Committee
                Less:   Income Taxes                                      .
                Equals: Net Operating Profit After Tax

        Gains and losses on the sale of assets, gains and losses on the
        disposition of businesses and/or business segments, restructuring
        charges and other large non-recurring gains and losses will be
        excluded from NOPAT unless the Committee determines that a specific
        item should be included.

   2.5  "Economic Profit" or "EP" means the NOPAT that remains after
        subtracting the Capital Charge, expressed as follows:

                      NOPAT
                Less: Capital Charge
                Equals:     EP

        EP may be positive or negative.

   2.6  Operations acquired will be excluded from the EP computations for the
        first 12 months after acquisition, unless the Committee approves
        earlier, or later, inclusion based on the facts related to a specific
        acquisition.

                                  ARTICLE III

                   Definition and Computation of Target Bonus

   3.1  "Actual EP" means the EP as calculated for the Company for the year
        in question.

   3.2  "Target EP" means the level of EP that is expected in order for a
        Participant of the Company to receive one hundred percent (100%) of
        the Target Bonus.

        Target EP is calculated according to the following formula:

        Target EP = Prior  Yr's Actual EP + Prior  Yr's Target EP  +
        Improvement Factor
                                       2

        For the initial year, Target EP will be established by the Committee
        independent of the above formula.

   3.3   "Target Bonus" means the "Target Bonus Percentage" times a
        Participant's Base Pay actually paid for the year (see article VII
        for calculations related to a change in a Participant's employment
        status).  

   3.4  "Target Bonus Percentage" is 25% for each Participant.

   3.5  "Base Pay" means the Participant's base rate of salary excluding
        bonuses and other benefits or forms of compensation.

   3.6  "Improvement Factor" means the prior year's Capital multiplied by X%,
        where X is uniquely identified annually.  If the Company returned a
        negative EP in the prior year, the Improvement Factor will be a fixed
        dollar amount rather than an amount based on X.  This amount will be
        approved by the Committee pursuant to Section 1.4.


                                   ARTICLE IV

                   Definition and Computation of Actual Bonus

   4.1  Each participant shall have his/her Target Bonus based on total
        Company EP results.

   4.2  "Actual EP Bonus" means the bonus earned by a Participant based on
        total Company EP results and is calculated by multiplying the Target
        Bonus by a percentage which is determined as follows:

                       [Actual EP - Target EP]        +   1
                       [Bonus Table Generator]

        Actual EP Bonus amounts, whether positive or negative, will be capped
        at 300% of Target Bonus for each Participant such that any amounts
        above (or below for a negative number) 300% of a Participant's Target
        Bonus will be ignored for any calculation and other purpose of this
        Plan.

   4.3  "Bonus Table Generator" is the annually determined negative
        (positive) deviation from Target EP necessary before a zero (two
        times Target) bonus is earned.

                                    ARTICLE V

                           Description of Bonus Banks

   5.1  Establishment of a Bonus Bank.  To encourage a long-term commitment
        by Participants to the Company, all Actual EP Bonus amounts shall be
        credited to (or debited against in the case of a negative Actual EP
        Bonus amount) "at risk" accounts (Bonus Banks), with the level of
        future payout contingent on sustained high performance and continued
        employment as provided herein.

   5.2  Although a Bonus Bank may, as a result of negative EP, have a
        deficit, no Participant shall be required, at any time, to reimburse
        his/her Bonus Bank.

   5.3  "Bonus Bank" means, with respect to each Participant, a bookkeeping
        record of an account to which amounts are credited, or debited as the
        case may be, from time to time under the Plan and from which bonus
        payments to such Participants are debited.

   5.4  "Bank Balance" means, with respect to each Participant, a bookkeeping
        record of the net balance of the amounts credited to and debited
        against such Participant's Bonus Bank.  A Participant's Bank Balance
        shall initially be equal to zero.

   5.5  Payout Rules:

        (A)  If there is no positive or negative balance in the Bonus Bank
           carried over from the prior year:
            (1) If the Actual EP Bonus is positive, pay out 1/3 of the Actual

             EP Bonus.  Add the remaining Actual EP Bonus to the Bonus Bank. 
             Unless negative bonuses in subsequent years reduce the payout,
             the banked amount will be paid out in two equal installments
             beginning with a payment at the time that bonuses would be paid
             for the subsequent year.
           (2) If the Actual EP Bonus is negative for the year, a negative
             Bonus Bank balance equal to such amount will be created.  Any
             such negative amount will be offset against positive bonuses
             earned in subsequent years.  No payouts will be made under the
             Plan until the negative balance is absorbed by future credits to
             the Bonus Bank.
            (3)  Carry forward any positive or negative Bonus Bank amounts.

        (B)  If there is a positive Bonus Bank balance carried forward:
           (1)  If a positive Actual EP Bonus was earned for the year:
             (a) Pay out 1/3 of the Actual EP Bonus earned for the current
             year.
             (b) Pay out any scheduled installments from prior years
             applicable to the current year.
           (2) If the Actual EP Bonus is negative for the year:
             (a) If the Actual EP Bonus is greater than the carryover
             balance, the entire prior positive balance will be eliminated. 
             The remaining negative balance will be offset against bonuses
             earned in subsequent years as in (A)(2) above.
             (b) If the negative bonus is less than the carryover balance, it
             will first offset any scheduled installment amount which would
             have otherwise been paid for the current year.  Any negative
             amount remaining after this offset will be used to reduce any
             installments that would otherwise have been paid for the 
             subsequent year.
            (3) Carry forward any positive or negative Bonus Bank balances.

        (C)  If there is a negative Bonus Bank balance carried forward:
           (1) If the Actual EP Bonus is positive for the year:
             (a)  If the Actual EP Bonus is greater than the negative
             carryover balance, the negative balance will be offset against
             the current payment and the two installment payments in the
             order in which they would otherwise have been paid until the
             negative balance is consumed.  No payment will be made from the
             Bonus Bank unless all carryover negative balances have been
             offset.
             (b)  If the Actual EP Bonus earned is less than the negative
             carryover balance, the two are offset and the remaining negative
             balance will be carried forward to the next year.
           (2)  If the Actual EP Bonus is negative for the year it will be
             added to the negative carryover balance.
           (3)  Carry forward any positive or negative balances.

        See attached Exhibit A for payout examples.

   5.6  Payment of Awards.  All amounts payable to Participants shall be paid
        in cash within 30 days following approval of the calculations by the
        Committee.

                                   ARTICLE VI

                                Deferred Payment

   6.1  Deferrals.  A Participant may elect in advance to defer payment of
        all or any portion of the payments he/she would otherwise receive
        pursuant to Sections 5.5 and 5.6.  No bonus amount otherwise payable
        in a year shall be deferred for any year unless the Company shall
        have received a written notice from the Participant not later than
        December 31 of the second preceding year specifying the portion of
        the award which is to be deferred.  By way of example, an election to
        defer any 1998 awards (which would otherwise be paid in early 1999)
        must be received by December 31, 1997.  Any such deferral election
        shall be irrevocable.

   6.2  Deferral Accounts.  All amounts so deferred will be credited, as of
        the dates otherwise payable, to an account created on the Company's
        books for the Participant.  Amounts standing to a Participant's
        credit in the account shall be paid to the Participant or his
        designated beneficiary or estate:  (1) over a period of not more than
        fifteen years following termination of the Participant's employment
        by reason of death, disability or normal or early retirement as
        permitted by the Company's Retirement Plan; and (2) over a period of
        not more than three years following termination of a Participant's
        employment for any other reason, in either case at such times and in
        such installments as shall be determined in the sole discretion of
        the Committee.

   6.3  Interest.  Until such time as all amounts in the account are paid in
        full, a credit in lieu of interest shall be made to the account on
        December 31 of each year ( or on the date of the final installment
        payment from the account, as the case may be ) in an amount equal to
        interest on the balance from time to time outstanding in the account
        during the year at a rate equal to the average prime rate of interest
        less one percentage point.  For purposes of this section the "average
        prime rate of interest" in effect during the applicable period shall
        be computed by multiplying each prime rate of interest in effect at
        the Firstar Bank of Milwaukee during such period by the number of
        days each such rate was so in effect, and by dividing the total
        number so obtained by the total number of days in such period.


                                   ARTICLE VII

                 Plan Participation, Transfers and Terminations

   7.1  Participant.  "Participant" shall mean an employee employed on a
        regular full time or part-time basis by the Company and who has been
        recommended by the Chief Executive Officer to be eligible to
        participate in the Plan and approved by the Committee.  In order to
        be eligible for an Actual EP Bonus for a year, the Participant must
        be designated as such pursuant to Section 1.4.  A person shall remain
        a Participant for other purposes of the Plan as long as he/she has a
        Bonus Bank balance or a deferred balance.

   7.2  New Participants.  The percentage (%) of award to which a Participant
        is entitled in the first year of his/her participation in the Plan is
        prorated at a rate of 1/12 for each complete month from date of
        participation.

   7.3  Retirement, Disability, Involuntary Termination Without Cause or
        Death.  A Participant who retires under the terms of the Company's
        Retirement Plan, or suffers a "disability", as such term is defined
        in the Company's long-term disability benefits program and is not
        reasonably expected by management to return to work, or is
        involuntarily terminated without cause or who dies shall be eligible
        to receive the balance of his/her Bonus Bank as of the end of the
        year pursuant to Article 5.6 after taking into account the actual
        bonus value for the said year.  The actual bonus value for the said
        year shall be equal to zero dollars ($0) if the Participant has not
        completed six full months of employment with the Company during the
        year.  Otherwise, the percentage of award for the said year to which
        a Participant is entitled shall be prorated at a rate of 1/12 for
        each complete month of employment during the year.

   7.4  Voluntary Termination.  In the event that a Participant voluntarily
        terminates employment with the Company on or before the end of the
        applicable fiscal year, the right of the Participant to his/her Bank
        Balance and/or any potential current year payout shall be forfeited.

   7.5  Termination for Cause.  "Cause" shall mean:

             (1)  misappropriation by the Participant of funds of the Company
                or any of its subsidiaries;
             (2) the Participant personally and secretly obtaining profits
                from dealings with the Company or any of its subsidiaries;
             (3) the Participant's unreasonable neglect of, or refusal to
                perform, his/her duties or responsibilities; and
             (4) conviction of a serious crime involving moral turpitude.

   7.6  Payment and Breach of Agreement. Notwithstanding any other provision
        of the Plan or any other agreement, in the event that a Participant
        shall breach any noncompetition agreement with the Company or breach
        any agreement with respect to the postemployment conduct of such
        Participant, any remaining payment otherwise due to the Participant
        hereunder shall be forfeited.

   7.7  No Guarantee. Selection as a Participant is no guarantee that
        benefits under the Plan will be earned or that selection as a
        Participant will be made in any subsequent year.

                                  ARTICLE VIII

                               General Provisions

   8.1  Withholding of Taxes.  The Company shall have the right to withhold
        the amount of taxes, which in the determination of the Company, are
        required to be withheld under law with respect to any amount due or
        paid under the Plan.

   8.2  Expenses.  All expenses and costs in connection with the adoption and
        administration of the Plan shall be borne by the Company.

   8.3  No Prior Right or Offer.  Except and until expressly granted pursuant
        to the Plan, nothing in the Plan shall be deemed to give any employee
        any contractual or other right to participate in the benefits of the
        Plan.

   8.4  Rights Personal to Employee.  Any rights provided to a Participant
        under the Plan shall be personal to such Participant, shall not be
        transferable (except by will or pursuant to the laws of descent or
        distribution), and shall be exercisable, during his/her lifetime,
        only by such Participant.

   8.5  Distribution of Bank Balances Upon Termination of the Plan.  Upon
        termination of the Plan, the Bank Balance of each Participant shall
        be distributed as soon as practicable but in no event later than 90
        days from such event.

                                   ARTICLE IX

                                   Limitation

   9.1  No Continued Employment.  Nothing contained herein shall provide any
        Participant with any right to continued employment or in any way
        abridge the rights of the Company  to determine the terms and
        conditions of employment and whether to terminate employment of any
        Participant.

   9.2  No Vested Rights.  Except as otherwise provided herein, no employee
        or other person shall have any claim of right (legal, equitable, or
        otherwise) to any award, allocation, or distribution or any right,
        title, or vested interest in any amounts in his/her Bonus Bank and no
        officer or employee of the Company or any other person shall have any
        authority to make representations or agreements to the contrary.  No
        interest conferred herein to a Participant shall be assignable or
        subject to claim by a Participant's creditors.  The right of the
        Participant to receive a distribution hereunder shall be an unsecured
        claim against the general assets of the Company and the Participant
        shall have no rights in or against any specific assets of the Company
        as the result of participation hereunder.

   9.3  Not Part of Other Benefits.  The benefits provided in this Plan shall
        not be deemed a part of any other benefit provided by the Company to
        its employees.  The Company assumes no obligation to Plan
        Participants except as specified herein.  This is a complete
        statement, along with the Exhibits attached hereto, of the terms and
        conditions of the Plan.

   9.4  Other Plans.  Nothing contained herein shall limit the Company or the
        Committee's power to grant bonuses to employees of the Company,
        whether or not Participants in this Plan.

   9.5  Limitations.  Neither the establishment of the Plan nor the grant of
        an award hereunder shall be deemed to constitute an express or
        implied contract of employment for any period of time or in any way
        abridge the rights of the Company to determine the terms and
        conditions of employment or to terminate the employment of any
        Participant with or without cause at any time.

   9.6  Unfunded Plan.  This Plan is unfunded.  Nothing herein shall create
        or be construed to create a trust of any kind, or a fiduciary
        relationship between the Company and any Participant.


                                    ARTICLE X

                                    Authority

   10.1 Committee Authority.  Except as otherwise expressly provided herein,
        full power and authority to interpret and administer this Plan shall
        be vested in the Committee.  The Committee may from time to time make
        such decisions and adopt such rules and regulations for implementing
        the Plan as it deems appropriate for any Participant under the Plan. 
        Any decision taken by the Committee arising out of or in connection
        with the construction, administration, interpretation and effect of
        the Plan shall be final, conclusive and binding upon all participants
        and any person claiming under or through them.

   10.2 Board of Directors Authority.  The Board shall be ultimately
        responsible for administration of the Plan.  The Board or the
        Committee, as appropriate, shall work with the Chief Executive
        Officer of the Company in all aspects of the administration of the
        Plan.

                                   ARTICLE XI

                                     Notice

   11.1 Any notice to be given pursuant to the provisions of the Plan shall
        be in writing and directed to the appropriate recipient thereof at
        his/her business address or office location.


                                   ARTICLE XII

                                 Effective Date

   12.1 This Plan shall be effective as of January 1, 1998.

   12.2 The Plan is intended to remain in force indefinitely beginning on the
        first day of each fiscal year after the effective date hereof, unless
        the Board of Directors, in its discretion, terminates it by
        resolution and notifies the Participants.

                                  ARTICLE XIII

                                   Amendments

   13.1 Amendment.  This Plan may be amended or terminated at any time at the
        sole discretion of the Board upon the recommendation of the
        Committee.  The annual activities of the Committee pursuant to the
        Plan are not Plan amendments, including but not limited to the
        determinations pursuant to Section 1.4.

   13.2 Protected Benefits.  Notwithstanding the foregoing, after the last
        day of an applicable fiscal year, other than 1998, the Plan may not
        be amended or the Participants revised such that the Participant
        receives less than the amount payable by the Plan nor may an
        amendment reduce or eliminate any previously banked amount under
        Article V prior to such amendment or revision.  For 1998, the
        Committee, at its discretion, has the right to make any retroactive
        changes to the terms and conditions of the Plan it deems necessary
        and prudent up to and including the date of payment of bonuses
        pursuant to Section 5.6.

   13.3 Notice.  Notice of any amendment or termination shall be given
        promptly to each Participant.


                                   ARTICLE XIV

                                 Applicable Law

   14.1 This Plan shall be construed in accordance with the provisions of the
        laws of the State of Wisconsin to the extent not preempted by Federal
        law.