BANTA CORPORATION
                 SUPPLEMENTAL RETIREMENT PLAN FOR KEY EMPLOYEES



                 As Amended and Restated Effective July 1, 1995


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                                BANTA CORPORATION
                 SUPPLEMENTAL RETIREMENT PLAN FOR KEY EMPLOYEES


   1.   Purpose of the Plan

             The purpose of this Banta Corporation Supplemental Retirement
   Plan for Key Employees (hereinafter referred to as the "Supplemental
   Plan") is to provide retirement income to Eligible Employees.  It is
   intended that the benefits provided hereunder, together with benefits paid
   under the tax-qualified pension plans maintained by the Employers, will
   provide Eligible Employees with total retirement benefits consistent with
   current trends in retirement pay planning, and thus better enable the
   Employers to attract and retain the key management personnel upon whose
   efforts the continued successful and profitable operation of their
   businesses depend.


   2.   Effective Date

             The Supplemental Plan became effective as of January 1, 1980.


   3.   Definitions

             The following terms used herein shall have the same meanings as
   the similar terms defined by the Banta Corporation Salaried Employees
   Pension Plan (hereinafter referred to as the "Retirement Plan"):

                  (a)  Average Monthly Compensation
                  (b)  Compensation
                  (c)  Corporation
                  (d)  Disability
                  (e)  Employers
                  (f)  Normal Retirement Date

   The term "Committee" shall have the same meaning as the term
   "Administrative Committee" in the Retirement Plan.  Notwithstanding the
   foregoing, for purposes of this Supplemental Plan, "Compensation" and
   "Average Monthly Compensation" for any period (1) shall be deemed to
   include any amounts not otherwise included therein or taken into account
   in the calculation thereof which the Eligible Employee would have received
   for such period but for his election to defer such amount pursuant to the
   Banta Corporation 1985 Deferred Compensation Plan and/or the Banta
   Corporation 1988 Deferred Compensation Plan, and (2) shall be calculated
   without regard to the limitations imposed by Section 401(a)(17) of the
   Internal Revenue Code of 1986 on the amount of compensation that may be
   taken into account by plans qualifying under such Section.

             The following terms shall have the meanings set forth below:

             "Qualified Plan Benefits" means an Eligible Employee's
             aggregate benefits accrued under the terms of the
             Retirement Plan (or any successor to such Plan) and any
             other tax-qualified defined benefit pension plan to which
             an Employer contributes, stated as a benefit payable in the
             form of a single life annuity commencing on his Normal
             Retirement Date.

             "Eligible Employee" means an employee of an Employer who: 
             (i) is the president of an Employer, or is in compensation
             grade 23 or above under the corporate compensation program
             in effect as of January 1, 1984 (or the comparable
             compensation grade under any modified or successor program,
             as determined by the Committee); (ii) has been approved for
             participation in this Supplemental Plan by the Executive
             Committee of the Board of Directors of the Corporation; and
             (iii) has entered into an agreement with the Corporation
             calling for his participation herein.

             "Credited Service" means the Eligible Employee's years and
             fractional portions thereof of Credited Service accumulated
             under the terms of the Retirement Plan plus, for an
             Eligible Employee whose employment is terminated on account
             of a Disability, the period of such Disability prior to his
             Normal Retirement Date which is not counted as Credited
             Service under the Retirement Plan, if any.
             "Eligibility Date" means the date on which the employee
             first enters compensation grade 23 or above or becomes the
             president of an Employer.


   4.   Administration

             The Supplemental Plan shall be administered by the Committee. 
   The Committee shall have the discretionary authority to construe and
   interpret the terms of the Supplemental Plan, to promulgate and revise
   rules and regulations relating to the Supplemental Plan and to make any
   other determinations which it deems necessary or advisable for the
   administration thereof.  Decisions and determinations by the Committee
   shall be final and binding on all parties, unless arbitrary and
   capricious.

   5.   Amount of Supplemental Retirement Benefits

             An eligible Employee's monthly benefits under this Supplemental
   Plan shall be equal to the sum of (i) and (ii) below, less (iii) below,
   determined as of the date his first monthly benefit payment is paid under
   the terms of the Retirement Plan:

               (i)     2.5% of the Eligible Employee's Average
                       Monthly Compensation multiplied by his years
                       of Credited Service, to a maximum of 10
                       years; plus

              (ii)     1.5% of his Average Monthly Compensation
                       multiplied by his years of Credited Service
                       in excess of 10 years to a maximum of 25
                       such years; minus

             (iii)     the amount of his Qualified Plan Benefits.


   6.   Eligibility For and Form and Timing of Benefits

             (a)  Except for the benefits described in subparagraphs (c) and
   (d) of this Paragraph, no benefits shall be payable under this Plan on
   account of an Eligible Employee, unless:

               (i)     Such Eligible Employee or his spouse becomes
                       entitled to benefits under the Retirement
                       Plan; and

              (ii)     In the case of an Eligible Employee approved
                       for participation herein on or after January
                       1, 1984, he shall have met one of the
                       following requirements as of the date his
                       employment terminates:

                       (A)  Completion of 10 years of continuous
                            service after his Eligibility Date;

                       (B)  Completion of 5 years of continuous
                            service after his Eligibility Date and
                            attainment of age 57;

                       (C)  Attainment of age 65; or


                       (D)  Death while employed with the Employers.

             (b)  The benefits computed under Paragraph 5 shall be paid to
   the Eligible Employee (and/or his spouse or other contingent annuitant or
   beneficiary) at such times and in such form and amounts as if such
   benefits were accrued under the Retirement Plan (including reductions for
   early commencement and form of benefits under said Retirement Plan). 
   Elections made under the Retirement Plan as to the form and timing of
   benefit payments shall also apply to benefits under this Supplemental
   Plan.

             (c)  In the event of the death of an Eligible Employee while
   actively employed by an Employer or during a period of Disability counted
   as Credited Service hereunder, but prior to the date on which his spouse
   would be eligible to receive any benefits under the Retirement Plan, his
   surviving spouse, if any, shall be entitled to monthly benefits for life
   under this Supplemental Plan equal to one-half of the amount determined
   under Paragraph 5 above, provided that clause (iii) thereof shall not
   apply.  Such benefits shall be calculated as of the date of the Eligible
   Employee's death and shall commence as of the first day of the following
   month.

             (d)  If an Eligible Employee's employment is terminated on
   account of a Disability and either (i) such Disability continues to his
   Normal Retirement Date, or (ii) at the cessation of such Disability such
   Eligible Employee has accumulated at least 10 years of Credited Service,
   then such Eligible Employee shall be entitled to benefits hereunder
   commencing on his Normal Retirement Date.  The amount of such benefits
   shall be the amount calculated under Paragraph 5 above, provided that
   clause (iii) thereof shall apply only if and to the extent the Eligible
   Employee is entitled to receive Qualified Plan Benefits.  Such benefits
   shall be paid as provided in subparagraph (b) of this Paragraph.


   7.   Effect of Change in Employment Status

             In the event an Eligible Employee (who is approved for
   participation herein on or after January 1, 1984) is transferred to a
   position with the Employer in which he is not an Eligible Employee as
   defined herein, such former Eligible Employer shall be entitled to
   benefits hereunder if at the time of his actual termination of employment
   with the Employers he has satisfied the conditions of Paragraph 6(a), (c)
   or (d).  The amount of such benefits shall be calculated under Paragraph 5
   on the basis of his Average Monthly Compensation and Credited Service as
   of the date such transfer occurred, reduced by the amount of his Qualified
   Plan Benefit calculated as of that date but adjusted for any increase in
   Qualified Plan Benefits resulting from subsequent amendments to the
   Retirement Plan.


   8.   Nature of Benefit

             Eligible Employees who are entitled to benefits hereunder have
   the status of general unsecured creditors of the Employers.  The
   Supplemental Plan constitutes a mere promise by the Employers to make
   benefit payments in the future as provided herein.  It is intended that
   the Supplemental Plan be unfunded for tax purposes and for purposes of
   Title I of the Employee Retirement Income Security Act of 1974, as
   amended.


   9.   Non-Alienation of Payments

             Benefits payable under the Supplemental Plan shall not be
   subject in any manner to alienation, sale, transfer, assignment, pledge,
   attachment, garnishment, anticipation or encumbrance of any kind, by will,
   or by inter vivos instrument.  Any attempt to alienate, sell, transfer,
   assign, pledge, anticipate or otherwise encumber any such benefit payment,
   whether currently or thereafter payable, shall not be recognized by the
   Committee or the Corporation.  Any benefit payment due hereunder shall not
   in any manner be liable for or subject to the debts or liabilities of any
   Eligible Employee or other person entitled thereto hereunder.  If any such
   person shall attempt to alienate, sell, transfer, assign, pledge,
   anticipate or encumber any benefit payments to be made to that person
   under the Supplemental Plan or any part thereof, or if by reason of such
   person's bankruptcy or other event happening at any time, such payments
   would devolve upon anyone else or would not be enjoyed by such person,
   then the Committee in its discretion, may terminate such person's interest
   in any such benefit payment, and hold or apply it to or for the benefit of
   that person, the spouse, children or other dependents thereof, or any of
   them, in such manner as the Committee deems proper.


   10.  Limitation of Rights Against the Employers

             Participation in this Supplemental Plan, or any modifications
   thereof, or the payments of any benefits hereunder, shall not be construed
   as giving to any person any right to be retained in the service of the
   Employers, limiting in any way the right of the Employers to terminate
   such person's employment at any time, evidencing any agreement or
   understanding that the Employers will employ such person in any particular
   position or at any particular rate of compensation or guaranteeing such
   person any right to receive any other form or amount of remuneration from
   the Employers.


   11.  Applicable Laws

             The Supplemental Plan shall be construed, administered and
   governed in all respects under and by the laws of the State of Wisconsin
   to the extent not preempted by federal law.


   12.  Liability

             Neither the Employers nor any shareholder, director, officer or
   other employee of the Employers or any other person shall be liable for
   any act or failure to act hereunder except for gross negligence or fraud.


   13.  Amendment or Termination

             (a)  The Corporation, by action of its board of directors,
   reserves the right to amend or modify this Supplemental Plan at any time,
   provided that no such amendment or modification shall adversely affect an
   Eligible Employee's right to benefits hereunder without his written
   consent, unless the Corporation shall have substituted therefor an
   equivalent amount of immediate or deferred compensation under some other
   plan, program or individual agreement with the Eligible Employee.

             (b)  It is understood that an Eligible Employee's entitlement to
   benefits under this Supplemental Plan may be automatically reduced as the
   result of an increase in his Qualified Plan Benefits.  If, as of any date,
   an Eligible Employee's Qualified Plan Benefits projected to his Normal
   Retirement Date are such that if the Eligible Employee continued in the
   service of the Employers through his Normal Retirement Date he would not
   be expected to be entitled to any benefits from this Supplemental Plan,
   then such Eligible Employee's rights to any benefits hereunder shall
   cease, whether or not he ultimately becomes entitled to the full amount of
   such projected Qualified Plan Benefits.  Nothing herein shall be construed
   in any way to limit the right of the Corporation to amend or modify the
   Retirement Plan or any other employee benefit plan in its sole discretion.