BANTA CORPORATION
                             1991 STOCK OPTION PLAN,
                                   As Amended


        1.   Purpose.  The purpose of the Banta Corporation 1991 Stock Option
   Plan (the "Plan") is to promote the best interests of Banta Corporation
   (the "Company") and its shareholders by providing key employees of the
   Company and its subsidiaries and members of the Company's Board of
   Directors who are not employees of the Company or its subsidiaries with an
   opportunity to acquire a proprietary interest in the Company.  It is
   intended that the Plan will promote continuity of management and increased
   incentive and personal interest in the welfare of the Company by those key
   employees who are primarily responsible for shaping and carrying out the
   long-range plans of the Company and securing the Company's continued
   growth and financial success.  In addition, by encouraging stock ownership
   by non-employee directors, the Company seeks both to attract and retain on
   its Board of Directors (the "Board") persons of exceptional competence and
   to provide a further incentive to serve as a director of the Company.

             It is intended that certain of the options issued pursuant to
   the Plan will constitute incentive stock options within the meaning of
   Section 422 of the Internal Revenue Code and successor provisions thereto
   ("Incentive Stock Options") and the remainder of the options issued under
   the Plan will constitute nonstatutory stock options.

        2.   Administration.  The Plan shall be administered by the Stock
   Option Committee (the "Committee") of the Board.  The Committee shall
   consist of not less than two members of the Board who qualify as "non-
   employee directors under Rule 16b-3" as defined in Section 13 hereof.  A
   majority of the members of the Committee shall constitute a quorum.  All
   determinations of the Committee shall be made by at least a majority of
   its members.  Any decision or determination reduced to writing and signed
   by all of the members of the Committee shall be fully as effective as if
   it had been made by a unanimous vote at a meeting duly called and held.

        In accordance with the provisions of the Plan, the Committee shall
   select the key employees to whom options shall be granted; shall determine
   the number of shares to be embraced in each option, the time at which the
   option is to be granted, the type of option, the option period, the option
   price and the manner in which options become exercisable; and shall
   establish such other provisions of the option agreements as the Committee
   may deem necessary or desirable.  Grants of options to non-employee
   directors, all of which options shall be nonstatutory stock options, shall
   be automatic and the amount and the terms of such awards shall be
   determined in accordance with Section 5 hereof.

        The Committee may adopt such rules and regulations for carrying out
   the Plan as it may deem proper and in the best interests of the Company. 
   The interpretation of any provision of the Plan by the Committee and any
   determination on the matters referred to in this Section 2 shall be final.

        3.   Shares Subject to the Plan.  The shares to be subject to options
   under the Plan shall be shares of the Company's Common Stock, $.10 par
   value ("Stock").  The total number of shares of Stock which may be
   purchased pursuant to options granted under the Plan shall not exceed an
   aggregate of 800,000 shares, subject to adjustment as provided in Section
   8 hereof.  In the event that an option granted under the Plan expires, is
   cancelled or terminates unexercised as to any shares of Stock covered
   thereby, such shares shall thereafter be available for the granting of
   additional options under the Plan.

        4.   Grants to Key Employees.

             (a)  Eligibility.  Any key employee ("Employee") of the Company
        or its present and future subsidiaries, as defined in Section 424(f)
        of the Internal Revenue Code ("Subsidiaries"), including any such
        Employee who is also an officer or director of the Company, whose
        judgment, initiative and efforts contribute materially to the
        successful performance of the Company shall be eligible to receive
        options under the Plan.

             (b)  Option Price.  The option price per share of Stock shall be
        fixed by the Committee, but shall not be less than 100% of the fair
        market value of a share of Stock on the date the option is granted. 
        Unless otherwise determined by the Committee, the "fair market value"
        of a share of Stock on the date of grant shall be the last sale price
        for shares of Stock in the NASDAQ National Market System on the
        trading date next preceding the date on which the option is granted,
        as reported in The Wall Street Journal (Midwest Edition); provided,
        however, that if the principal market for the Stock is then a
        national securities exchange, the "fair market value" shall be the
        closing price for shares of Stock on the principal securities
        exchange on which the Stock is traded on the trading date next
        preceding the date of grant, or, in either case above, if no trading
        occurred on the trading date next preceding the date of grant, then
        the option price per share shall be determined with reference to the
        next preceding date on which the Stock is traded.

             (c)  Grant of Options.  Subject to the terms and conditions of
        the Plan, the Committee may, from time to time, grant to Employees
        options to purchase such number of shares of Stock and on such terms
        and conditions as the Committee may determine; provided, however,
        that any option granted to an Employee who is subject to the
        provisions of Section 16 of the Securities Exchange Act of 1934, as
        amended, on the date of the grant shall not become exercisable
        (except as otherwise contemplated by Section 4(g) hereof or as
        otherwise specifically set forth in the option agreement) until at
        least six months elapse from the date of grant.  More than one option
        may be granted to the same Employee.  The date on which an option is
        granted shall be the date the Committee approves the granting of the
        option or, if the Committee so specifies, such later date as the
        Committee may determine.  Options granted to Employees may be either
        Incentive Stock Options or nonstatutory stock options as determined
        by the Committee.

             Without in any way limiting the authority of the Committee to
        make grants of options to Employees hereunder, and in order to induce
        Employees to retain ownership of shares of Stock, the Committee shall
        have the authority (but not an obligation) to include within any
        option agreement a provision entitling an Employee to a further
        option (a "Re-load Option") in the event the Employee exercises an
        option under the Plan, in whole or in part, by surrendering
        previously acquired shares of Stock (as defined below).  Any such Re-
        load Option shall be for a number of shares equal to the number of
        shares surrendered, shall only become exercisable on the terms
        specified by the Committee in the event the shares acquired upon such
        exercise are held for a minimum period of time as prescribed by the
        Committee, and shall be subject to such other terms and conditions as
        the Committee may determine.

             (d)  Option Period.  The Committee shall determine the
        expiration date of each option, but such expiration date shall be not
        later than five years after the date such option is granted.

             (e)  Maximum Per Participant.  The aggregate fair market value
        (determined as of the date the option is granted) of the Stock with
        respect to which any Incentive Stock Options are exercisable for the
        first time by an Employee during any calendar year under the Plan or
        any other plan of the Company or any parent corporation or Subsidiary
        shall not exceed $100,000.

             (f)  Exercise of Options.  An option may be exercised, subject
        to its terms and conditions and the terms and conditions of the Plan,
        in full at any time or in part from time to time by delivery to the
        Secretary of the Company at the Company's principal office in
        Menasha, Wisconsin, of a written notice of exercise specifying the
        number of shares with respect to which the option is being exercised. 
        Any notice of exercise shall be accompanied by full payment of the
        option price of the shares being purchased (i) in cash or its
        equivalent; (ii) with the consent of the Committee (as set forth in
        the option agreement or otherwise), by tendering previously acquired
        shares of Stock (valued at their fair market value as of the date of
        exercise, as determined by the Committee consistent with the method
        of valuation set forth in Section 4(b) above); or (iii) with the
        consent of the Committee (as set forth in the option agreement or
        otherwise), by any combination of the means of payment set forth in
        subparagraphs (i) and (ii).  For purposes of this Section 4, the term
        "previously acquired shares of Stock" shall only include Stock owned
        by the Employee prior to the exercise of the option for which payment
        is being made and shall not include shares of Stock which are being
        acquired pursuant to the exercise of said option.  No shares shall be
        issued until full payment therefor has been made.

             (g)  Termination of Options.  Except as hereinafter provided, an
        option granted under the Plan to an Employee may be exercised only
        while the recipient is an employee of the Company or its Subsidiaries
        and only if he has been continuously so employed since the date the
        option was granted.  Subject to the terms of any option agreement, in
        the event an Employee ceases to be employed by the Company or a
        Subsidiary by reason of death, disability or retirement after
        reaching the age of 65, the option, to the extent not theretofore
        exercised, may be exercised in full as follows:  (i) by the legal
        representative of the Employee at any time within six months after
        the date of termination of employment due to death; or (ii) by the
        Employee or his legal representative or guardian at any time within
        three months after termination of the Employee's employment by reason
        of retirement after reaching the age of 65 or disability, but in
        either case no later than five years after the date of grant. 
        Subject to the terms of any option agreement, in the event the
        Employee is discharged or leaves the employ of the Company and its
        Subsidiaries for any reason other than death, disability or
        retirement after reaching the age of 65, the option, to the extent
        not theretofore exercised and then exercisable in accordance with its
        terms, may be exercised by the Employee or his legal representative
        or guardian at any time within three months after the date of
        termination of employment, but in no event later than five years
        after the date of grant.

        5.   Grants to Non-Employee Directors.

             (a)  Eligibility.  Each member of the Board who is not an
        employee of the Company or any of its Subsidiaries or any parent
        corporation of the Company (a "Non-Employee Director") shall be
        eligible to be granted nonstatutory stock options under the Plan.  A
        Non-Employee Director may hold more than one option, but only on the
        terms and subject to any restrictions set forth in this Section 5.

             (b)  Option Price.  The option price per share of Stock shall be
        equal to 100% of the fair market value of such shares on the date the
        option is granted.  The "fair market value" of a share of Stock shall
        be determined with reference to the reported market price of the
        Stock in the manner set forth in Section 4(b) hereof.

             (c)  Grant of Options.  Each person then serving as a Non-
        Employee Director shall automatically be granted an option to
        purchase 3,000 shares of Stock on the date following the date on
        which shareholders of the Company approve the Plan.  Any person who
        is first elected as a Non-Employee Director after the date of
        approval of the Plan by shareholders and prior to the date of the
        1995 annual meeting of shareholders shall automatically on the date
        of such election be granted an option to purchase 3,000 shares of
        Stock.

             (d)  Exercisability and Termination of Options.  Options granted
        to Non-Employee Directors shall become exercisable six months
        following the date of grant; provided, however, that if a Non-
        Employee Director ceases to be a director of the Company by reason of
        death, disability or retirement within six months after the date of
        grant, the option shall become immediately exercisable in full. 
        Options granted to Non-Employee Directors shall terminate on the
        earlier of:

                    (i)     five years after the date of grant;

                   (ii)     six months after the Non-Employee Director ceases
             to be a director of the Company by reason of death; or

                  (iii)     three months after the Non-Employee Director
             ceases to be a director of the Company for any reason other than
             death.

             (e)  Exercise of Options.  An option may be exercised, subject
        to its terms and conditions and the terms and conditions of the Plan,
        in full at any time or in part from time to time by delivery to the
        Secretary of the Company at the Company's principal office in
        Menasha, Wisconsin, of a written notice of exercise specifying the
        number of shares with respect to which the option is being exercised. 
        Any notice of exercise shall be accompanied by full payment of the
        option price of the shares being purchased (i) in cash or its
        equivalent; (ii) by tendering previously acquired shares of Stock
        (valued at their fair market value as of the date of exercise, as
        determined with reference to the reported market price in the manner
        set forth in Section 4(b) above); or (iii) by any combination of the
        means of payment set forth in subparagraphs (i) and (ii).  For
        purposes of subparagraphs (ii) and (iii) above, the term "previously
        acquired shares of Stock" shall only include Stock owned by the Non-
        Employee Director prior to the exercise of the option for which
        payment is being made and shall not include shares of Stock which are
        being acquired pursuant to the exercise of said option.  No shares
        shall be issued until full payment therefor has been made.

        6.   Nontransferability of Options.  No option shall be transferable
   by an optionee other than by will or the laws of descent and distribution. 
   Options under the Plan may be exercised during the life of the optionee
   only by the optionee or his guardian or legal representative.

        7.   Powers of the Company Not Affected.  The existence of the Plan
   or any options granted under the Plan shall not affect in any way the
   right or power of the Company or its shareholders to make or authorize any
   or all adjustments, recapitalizations, reorganizations or other changes in
   the Company's capital structure or its business, or any merger or
   consolidation of the Company, or any issuance of bonds, debentures,
   preferred, or prior preference stock ahead of or affecting the Stock or
   the rights thereof, or any dissolution or liquidation of the Company, or
   any sale or transfer of all or any part of the Company's assets or
   business or any other corporate act or proceeding, whether of a similar
   character or otherwise.

        8.   Capital Adjustments Affecting Stock.  In the event of a capital
   adjustment resulting from a stock dividend (other than a stock dividend in
   lieu of an ordinary cash dividend), stock split, reorganization, spin-off,
   split-up or distribution of assets to shareholders, recapitalization,
   merger, consolidation, combination or exchange of shares or the like, the
   number of shares of Stock subject to the Plan and the number of shares
   under option in outstanding option agreements shall be adjusted in a
   manner consistent with such capital adjustment; provided, however, that no
   such adjustment shall require the Company to sell any fractional shares
   and the adjustment shall be limited accordingly.  The price of any shares
   under option shall be adjusted so that there will be no change in the
   aggregate purchase price payable upon exercise of any such option.  The
   determination of the Committee as to any adjustment shall be final.

        9.   Corporate Mergers and Other Consolidations.  The Committee may
   also grant options having terms and provisions which vary from those
   specified in the Plan provided that any options granted pursuant to this
   Section 9 are granted in substitution for, or in connection with the
   assumption of, existing options granted by another corporation and assumed
   or otherwise agreed to be provided for by the Company pursuant to or by
   reason of a transaction involving a corporate merger, consolidation,
   acquisition or other combination or reorganization to which the Company is
   a party.

        10.  Option Agreements.  All options granted under the Plan shall be
   evidenced by written agreements (which need not be identical) in such form
   as the Committee shall determine.  Each option agreement shall specify
   whether the option granted thereunder is intended to constitute an
   Incentive Stock Option or a nonstatutory stock option.

        11.  Rights as a Shareholder; Rights as an Employee or a Director. 
   An optionee shall have no rights as a shareholder with respect to shares
   covered by an option until the date of issuance of stock certificates to
   him and only after such shares are fully paid.  Neither the Plan nor any
   option granted hereunder shall confer upon any optionee the right to
   continue as an employee or as a director of the Company.

        12.  Transfer Restrictions.  Shares of Stock purchased under the Plan
   and held by any person who is an officer or director of the Company, or
   who directly or indirectly controls the Company, may not be sold or
   otherwise disposed of except pursuant to an effective registration
   statement under the Securities Act of 1933, as amended, or except in a
   transaction which, in the opinion of counsel for the Company, is exempt
   from registration under said Act.  The Committee may waive the foregoing
   restrictions in whole or in part in any particular case or cases or may
   terminate such restrictions whenever the Committee determines that such
   restrictions afford no substantial benefit to the Company.

        13.  Qualifications of Members of the Committee.  A "non-employee
   director under Rule 16b-3" for purposes of Section 2 of the Plan shall
   mean a director who qualifies as a "non-employee director" as defined in
   Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

        14.  Amendment of Plan.  The Board shall have the right to amend the
   Plan at any time and for any reason; provided, however, that the
   provisions of Section 5 of the Plan shall not be amended more than once
   every six months, other than to comport with changes in the Internal
   Revenue Code of 1986, as amended, the Employee Retirement Income Security
   Act of 1974, as amended, or the rules promulgated thereunder; and provided
   further that shareholder approval of any amendment to the Plan shall also
   be obtained; (a) if otherwise required by (i) the rules and/or regulations
   promulgated under Section 16 of the Securities Exchange Act of 1934, as
   amended (in order for the Plan to remain qualified under Rule 16b-3 or any
   successor provisions under such Act), (ii) the Internal Revenue Code of
   1986, as amended, or any rules promulgated thereunder (in order to allow
   for Incentive Stock Options to be granted under the Plan) or (iii) the
   quotation or listing requirements of NASDAQ or any principal securities
   exchange or market on which the Stock is then traded (in order to maintain
   the Stock's quotation or listing thereon); (b) if such amendment
   materially modifies the eligibility requirements as provided in Sections
   4(a) and 5(a) hereof; (c) if such amendment increases the total number of
   shares of Stock, except as provided in Section 8 hereof, which may be
   purchased pursuant to the exercise of options granted under the Plan; or
   (d) if such amendment reduces the minimum option price per share at which
   options may be granted as provided in Sections 4(b) and 5(b) hereof.  Any
   amendment of the Plan shall not, without the consent of the optionee,
   alter or impair any of the rights or obligations under any option
   previously granted to the optionee.

        15.  Termination of Plan.  The Board shall have the right to suspend
   or terminate the Plan at any time; provided, however, that no Incentive
   Stock Options may be granted after the tenth anniversary of the effective
   date of the Plan.  Termination of the Plan shall not affect the rights of
   optionees under options previously granted to them, and all unexpired
   options shall continue in force and operation after termination of the
   Plan except as they may lapse or be terminated by their own terms and
   conditions.

        16.  Effective Date.  The Plan shall become effective on the date of
   adoption by the Board, subject to the approval of the Plan by the
   shareholders of the Company within twelve months of the date of adoption
   by the Board.  All options granted prior to shareholder approval of the
   Plan shall be subject to such approval and shall not be exercisable until
   after such approval.

        17.  Tax Withholding.  The Company may deduct and withhold from any
   cash otherwise payable to the optionee (whether payable as salary, bonus
   or other compensation) such amount as may be required for the purpose of
   satisfying the Company's obligation to withhold Federal, state or local
   taxes.  Further, in the event the amount so withheld is insufficient for
   such purpose, the Company may require that the optionee pay to the Company
   upon its demand or otherwise make arrangements satisfactory to the Company
   for payment of such amount as may be requested by the Company in order to
   satisfy its obligations to withhold any such taxes.

        With the consent of the Committee, an Employee may be permitted to
   satisfy the Company's withholding tax requirements by electing to have the
   Company withhold shares of Stock otherwise issuable to the Employee or to
   deliver to the Company shares of Stock having a fair market value on the
   date income is recognized pursuant to the exercise of an option equal to
   the amount required to be withheld.  The election shall be made in writing
   and shall be made according to such rules and in such form as the
   Committee may determine.