Exhibit 13  

   Five-Year Summary of Selected Financial Data
   Not Covered by Report of Independent Public Accountants

                               Dollars in thousands (except per share data)

                                1997       1996       1995     1994     1993
   Summary of Earnings1
   Net sales              $1,202,483 $1,083,763 $1,022,650 $811,330 $691,244
   Net earnings2              43,323     50,907     53,550   47,228   40,992
   Net earnings before
    restructuring charge      51,423     50,907     53,550   47,228   40,992
   Net earnings per 
   common share:3
      Basic2                    1.45       1.64       1.76     1.57     1.37
      Diluted2                  1.44       1.63       1.75     1.56     1.36
      Diluted before 
       restructuring charge     1.71       1.63       1.75     1.56     1.36
   Dividends paid per 
      common share3              .47        .44        .37      .35      .31

   Financial Summary
   Working capital           165,308    219,630    187,956  101,422  106,171
   Net plant and 
      equipment              338,357    319,939    313,718  293,662  232,888
   Total assets              781,216    719,218    678,809  577,763  457,433
   Long-term debt            130,065    133,696    134,953   67,834   45,603
   Interest expense           11,062     10,214      9,891    5,902    5,346
   Shareholders' investment  414,103    420,592    387,112  331,587  292,428
   Book value per share
    of common stock 3,4        13.90      13.58      12.55    10.98     9.75

   1  All years comprised 52 weeks, except 1997 which comprised 53 weeks.

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

   3  Per share amounts have been adjusted for a three-for-two stock split
      distributed in March 1996.

   4  Book values per share of common stock are based on shares outstanding
      at year-end, as adjusted for stock splits.

   <PAGE>
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                      OF FINANCIAL POSITION AND OPERATIONS

   Highlights    Results for 1997 included the following:

        *    Sales increase of $119 million, up 11%

        *    Increased net earnings before restructuring charge

        *    Three acquisitions that expanded capabilities and increased
             market share

        *    A restructuring, including the discontinuation of several non-
             core activities and elimination of underperforming assets

        *    Development of new services utilizing digital technology,
             including:

             -    In-line press digital imaging

             -    High-speed inkjet imaging

             -    Online computer services, including commercial web sites

             -    Opening of a Digital Content Management Solutions Center

             -    Expanded use of computer-to-plate systems

   While the direct revenue from these new technology applications is still
   in the early growth stages, the impact on retention and growth of current
   customers and development of new customer business is very significant and
   will contribute substantially to future revenue, including growth from
   both traditional print and new applications.

   Sales were $1.2 billion, and net earnings before the restructuring charge
   were $51.4 million ($1.72 basic earnings per share).  Net earnings were
   $43.3 million ($1.45 basic earnings per share), net of the after-tax
   restructuring charge of $8.1 million ($.27 per share), compared with sales
   of $1.08 billion and net earnings of $50.9 million ($1.64 basic earnings
   per share) in 1996.

   The unprecedented fluctuation in paper prices over the last several years,
   while continuing to affect customer print order patterns, was less
   disruptive in 1997 than the previous two years.  Paper prices, which
   declined early in 1997 and then rose steadily thereafter, were on average
   about equal to 1996 prices.  The Corporation furnishes a significant
   amount of paper used in its printing operations, and therefore major
   fluctuations in paper prices affect sales proportionately.

   The Corporation classifies its sales as follows: commercial (catalogs,
   direct marketing materials and single-use products); books (educational,
   general, trade and data manuals); turnkey (project management,
   manufacturing, packaging and distribution); magazines; and other (point-
   of-purchase, security products and digital imaging services).  Demand
   varies for Banta's market classifications from year to year, influenced by
   many factors including the strength of the overall economy, which
   influences the level of advertising expenditures; consumer spending
   behavior; the overall level of capacity utilization by the printing
   industry, which influences pricing levels; and individual operating
   factors within the Corporation's operations.

   In 1997, sales and operating results for the book and magazine markets, as
   well as for prepress operations, increased over 1996.  Sales increases
   were modest (excluding the impact of acquisitions) and operating results
   were lower for the Corporation's commercial market.  Increased competitive
   pricing pressures, together with increased use of one-to-one marketing
   (personalization) by the Corporation's customers, reduced print
   quantities.  Maturing market conditions in key advertising sectors, such
   as credit card and financial services, reduced quantities of many print
   programs.  Banta continues to prioritize investments designed to expand
   market share.  The Corporation focuses on developing new and creative
   products and formats utilizing digital imaging and database management.

   Net sales of turnkey services were $210 million in 1997, an increase of
   13%.  However, the operating margins were lower because of losses incurred
   at the three facilities that were closed and multiple facility start-ups. 
   In 1997, the operating margin for the turnkey services market
   classification was 1.5%, down from 3.1% in 1996.  Operating margins for
   this market are lower because the sales include a substantial material
   content.  However, capital investment per location is modest, and
   shareholder value can be created with the lower operating margins.  The
   Corporation's operating margin, excluding Global Turnkey, was 9.1% in
   1997, compared with 9.6% in 1996.  The lower margin in 1997 resulted from
   a $3.4 million increase in depreciation expense; lower utilization and
   performance issues within the commercial market; competitive industry
   pricing; and costs associated with developing digital services, online
   activities, and start-up of the Digital Content Management Solutions
   Center.

   Banta increased its capabilities and capacity through acquisitions in
   three key growth sectors during the third and fourth quarters of 1997 (a
   specialty magazine facility, a letter shop capability for direct marketing
   customers, and facilities with capabilities to increase Banta's single-use
   healthcare market share).  These acquisitions increased fourth quarter and
   1997 revenue by $27.4 million and, subject to market conditions, are
   expected to increase 1998 sales by an additional $80 million.  During
   1997, the Corporation recognized a restructuring charge related to the
   sale or closing of non-core businesses and underperforming assets,
   including the sale of the Corporation's point-of-purchase sign and display
   business and its facilities; discontinuation of its intaglio print-based
   security products division; the sale of the assets of The DI Group,
   Banta's interactive video operation; and the closing of three Banta U. S.
   Turnkey facilities that no longer met location or customer requirements. 
   As a result of the restructuring, the Corporation recorded a one-time
   pretax charge to earnings of $13.5 million, $8.1 million after tax,
   reducing the Corporation's 1997 third-quarter and full-year per-share
   earnings by $.27.

   Net Sales    Net sales for the Corporation's market classifications, as a
   percent of total net sales, were as follows: 

                                 1997      1996      1995
             Commercial           43%       44%       47%
             Books                23        22        26
             Turnkey              17        17         8
             Magazines            11        11        11
             Other                 6         6         8
                                 ----      ----      ----
                                 100%      100%      100%
                                 ====      ====      ====

   Percentage increases in sales by market classification for 1997 compared
   with 1996 were as follows:  commercial - 8%; books - 16%; turnkey - 13%;
   magazines - 12%; and other - 8%.

   In 1997, sales results within the categories of the commercial market
   varied.  Catalog sales were flat while sales in the direct marketing
   materials and single-use products categories increased, primarily due to
   the sales volume added via acquisitions.  A highly competitive pricing
   environment in catalogs and direct marketing materials eroded both sales
   and margins.

   Book market sales increased significantly in 1997 as a result of higher
   educational and trade book printing activity.  The recent trend toward
   replacing printed computer manuals with digital formats is continuing. 
   Banta's operations serving these markets were successful in 1997 in
   refocusing their sales efforts toward other publishers who utilize formats
   that fit existing equipment.

   The increase in sales of turnkey services resulted primarily from the
   sales generated by new facilities opened during the year.  Sales levels
   within this market classification will continue to be somewhat volatile as
   many of our facilities are dependent on a small number of large customers. 
   The Corporation's sales levels are therefore very dependent upon the
   success of its customers' products in the marketplace.

   The sales increase in the magazine market was a result of increased
   advertising pages and market share gains resulting in high levels of
   capacity utilization as well as the impact of the acquisition of
   Greenfield Printing & Publishing ("Greenfield") in the fourth quarter of
   1997.  The acquisition added approximately $6 million in magazine market
   sales during the fourth quarter.  The facilities serving this market
   operated throughout most of 1997 at, or above, optimum levels of capacity
   utilization.  In order to provide additional capacity, the Corporation
   acquired Greenfield and approved a significant capacity expansion at the
   Kansas City, Mo., facility.

   The sales increase in the "other" classification is primarily due to
   increased digital imaging activity.  Future sales for this classification
   will be impacted by the 1997 restructuring because the sales contributed
   by the point-of-purchase sign and display business and the video business
   will be absent.

   Percentage increases (decreases) in sales by market classification for
   1996 compared with 1995 were as follows: commercial - (1%); books - (7%);
   turnkey - 118%; magazines - 3%; and other - (9%).

   The unprecedented paper price increases of 1994 and 1995, combined with
   the 1995 postage rate increase, had a significant impact on the buying
   patterns of the Corporation's customers in 1996.  Many customers reduced
   print quantities and delayed projects, particularly in consumer catalogs
   and direct mail markets, in an effort to regain profitability lost during
   1995.  These reductions were most prevalent during the first six months of
   1996, with quantities increasing during the second half of the year as
   paper prices declined to early 1994 levels for key paper grades.

   In 1996, catalog and direct marketing materials sales were significantly
   impacted by reduced paper prices.  Consumer catalog sales were also lower
   due to an extremely competitive pricing environment brought on by reduced
   demand and industrywide capacity added in the last several years.  Book
   market sales declined in all categories in 1996 due in large part to
   reduced paper prices.  Sales of general and trade books also declined due
   to reduced demand.  Educational book sales were lower due to a cyclically
   lower number of textbook adoption programs in 1996.  Sales of turnkey
   services increased in 1996 because they included a full year's sales of
   B.G. Turnkey Services, which was acquired in the fourth quarter of 1995. 
   The magazine market sales increase was accomplished as a result of market
   share gains, despite the large reduction in paper prices.  The sales
   decrease in the "other" classification was primarily due to the transfer
   of postage stamp finishing services from one of the Corporation's
   operations to an entity owned by one of the Corporation's joint venture
   partners.

   Cost of Goods Sold    In 1997, cost of goods sold as a percent of sales
   was 80.2% compared with 79.8% in 1996 and 78.9% in 1995.

   Margins for the Corporation's printing markets were impacted by several
   factors in 1997.  Highly competitive pricing, particularly in the
   commercial markets, reduced margins.  Turnkey services margins were lower
   as a result of start-up costs at three new facilities that were opened
   during the year, as well as losses incurred at three other facilities
   prior to their shutdown.  The use of the LIFO inventory valuation method
   also contributed to the margin decline.  LIFO inventory adjustments
   increased (reduced) cost of goods sold by $220,000,  ($4,481,000) and
   $4,014,000 in 1997, 1996 and 1995, respectively.  The changes in the LIFO
   valuation adjustment represented a 0.4% decrease in the 1997 margin
   compared with 1996.   Margins in the book and magazine markets were
   improved in 1997 due to higher levels of utilization.

   The lower margin in 1996 compared to 1995 resulted primarily from two
   factors.  First, 1996 included proportionately greater sales of turnkey
   services, which generally provide a lower percentage margin because of
   their higher material content.  Additionally, competitive pricing in the
   commercial markets reduced margins.  Somewhat offsetting these factors was
   the impact of lower paper prices on margins.  Since the margin on the sale
   of paper is generally lower than that of value-added services, declining
   paper prices increased margin percentages.  The change in the LIFO
   inventory valuation adjustment added 0.8% to the 1996 margin compared with
   that of 1995.

   Expenses    Selling and administrative expenses as a percent of sales were
   12.1%, 11.7% and 11.5% in 1997, 1996 and 1995, respectively.  Selling and
   administrative expenses increased $18.7 million (14.7%) in 1997 and $8.8
   million (7.4%) in 1996.  The acquisitions made in 1997 accounted for
   approximately $5 million of the 1997 increase.  The remainder of the
   increase was primarily a result of costs required to support 1997's
   increased sales volume, including sales commissions and other support
   costs.  The 1996 increase is attributable to increased costs associated
   with the expansion of the turnkey services business.  This increase was
   somewhat offset by reductions in other expenses, including profit-based
   incentives.

   Earnings From Operations and Interest Expense    Earnings from operations
   as a percent of sales were 6.6%, 8.5% and 9.6% in 1997, 1996 and 1995,
   respectively.  Before the restructuring charge, 1997 earnings from
   operations as a percent of sales were 7.7%.  Interest expense was $11.1
   million, $10.2 million and $9.9 million in 1997, 1996 and 1995,
   respectively.  During most of 1997 and all of 1996, the Corporation made
   minimal use of short-term credit facilities and incurred no significant
   new long-term debt.  During the fourth quarter of 1997, the Corporation
   utilized its short-term credit facilities in order to finance three
   acquisitions.  Average borrowings outstanding during the fourth quarter of
   1997 were approximately $37 million.  This increased borrowing resulted in
   higher interest expense in 1997 compared to 1996.  The increased interest
   expense in 1996 was the result of additional borrowings made in 1995,
   which were made to finance acquisitions made late in 1995.  Other income
   is expected to decrease in 1998 due to reduced interest income and a
   reduction in the earnings from a partnership that produced U.S. postage
   stamps.  That partnership is in the process of being phased out.

   Pretax earnings as a percent of sales were 5.9% (7.0% before the
   restructuring charge), 7.8% and 8.7% in 1997, 1996 and 1995, respectively. 
   Effective income tax rates were 38.8%, 39.5% and 39.9% in 1997, 1996 and
   1995, respectively.  The reduction in the effective tax rates in 1997 and
   1996 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

   Selected Financial Data
                                                   Dollars in thousands
                                                 1997        1996       1995
   Cash                                       $16,432     $57,417    $27,130
   Receivables                                228,483     206,245    199,151
   Inventories                                 95,341      69,063     70,750
   Short-term debt                             33,880       4,620          -
   Accounts payable and accrued liabilities   161,302     117,585    114,997
   Working capital                            165,308     219,630    187,956
   Long-term debt                             130,065     133,696    134,953
   Shareholders' investment                   414,103     420,592    387,112
   Long-term debt to total long-term debt                        
       and shareholders' investment             23.9%       24.1%      25.8%
   Current ratio                                 1.83        2.72       2.53


   The Corporation generally raises short-term funds by selling commercial
   paper and issuing unsecured bank notes.  Such borrowings are primarily
   supported by a credit facility with a total borrowing capacity of $70
   million.  The Corporation also has a secured credit facility in the amount
   of $8 million denominated in Irish punts, which is used to finance
   European operations.  Average outstanding short-term borrowings during
   1997, 1996 and 1995 were $11.6 million,  $760,000 and $19.4 million,
   respectively.  The 1997 increase resulted primarily from borrowings used
   to finance acquisitions.

   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 in
   1997 or 1996.  During 1995, the Corporation issued $75 million of long-
   term debt at interest rates ranging from 6.81% to 7.98%.  The proceeds
   were used to repay all of the Corporation's short-term debt and 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, as well as any other investment
   opportunities that may arise.

   During 1997 working capital decreased $54 million.  This decrease was due
   to the financing of acquisitions with cash and short-term borrowings.  The
   1996 increase in working capital of $32 million resulted from cash
   provided by operations that exceeded requirements for capital expenditures
   and financing activities.

   The Corporation repurchased 1,456,900 shares of its common stock at an
   average price of $24.89 in 1997 and 303,600 shares at an average price of
   $23.38 in 1996.  The Corporation's Board of Directors has authorized a
   repurchase program for up to an additional 1.2 million shares of common
   stock.  During 1998 the Corporation expects to continue its repurchase of
   shares pursuant to this authorization as market conditions warrant.

   The Corporation's capital investment program, which resulted in capital
   spending of $63 million in 1997, reflects its commitment to maintain
   modern, efficient plants and to be able to utilize new printing and
   digital imaging technologies.  Preliminary plans for 1998 are for capital
   commitments to exceed $70 million.  Cash requirements are expected to
   exceed that amount as the unpaid balance of prior commitments exceeded $20
   million at the end of 1997.

   The Corporation has completed a preliminary evaluation of its computer
   software to determine its ability to handle dates beginning with the year
   2000.  A significant portion of the Corporation's software was already
   year-2000 compliant.  This evaluation resulted in the development of
   detailed plans to replace certain software and to reprogram other
   software.  The total cost of replacing and reprogramming software is
   expected to be between $4 million and $6 million.  This cost will be
   incurred before mid-1999 and will be a combination of capital expenditures
   and costs charged to operations.

   Due to the forward-looking nature of the preceding information, Banta
   Corporation management recommends readers reference the "Safe Harbor"
   Statement under the Private Securities Litigation Reform Act of 1995,
   which is reproduced on page 35 of this Annual Report to Shareholders.

   <PAGE>

   Consolidated Balance Sheets
   January 3, 1998 and December 28, 1996
                                                       Dollars in thousands
   Assets                                                  1997        1996
   Current Assets:
     Cash and cash equivalents                         $ 16,432    $ 57,417 
     Receivables, less reserves of $3,708,000
      and $3,486,000, respectively                      228,483     206,245 
     Inventories                                         95,341      69,063 
     Prepaid expenses                                     8,922       5,585 
     Deferred income taxes                               16,498       9,145 
                                                        -------     -------
                                                        365,676     347,455 
   Plant and Equipment:
     Land                                                 8,544       6,438 
     Buildings and improvements                         107,298      96,185 
     Machinery and equipment                            602,827     547,620 
                                                        -------     -------
                                                        718,669     650,243 
     Less accumulated depreciation                     (380,312)   (330,304)
                                                        -------     -------
                                                        338,357     319,939 
   Other Assets                                          14,524      11,886 
   Cost in Excess of Net Assets of
    Businesses Acquired                                  62,659      39,938 
                                                        -------     -------
                                                       $781,216   $ 719,218 
                                                       ========    ========
   Liabilities and Shareholders' Investment

   Current Liabilities:
     Short-term debt                                  $  33,880    $  4,620 
     Accounts payable                                   106,235      75,428 
     Accrued salaries and wages                          22,575      18,269 
     Other accrued liabilities                           32,492      23,888 
     Current maturities of long-term debt                 5,186       5,620 
                                                        -------     -------
                                                        200,368     127,825 
   Non-current Liabilities:
     Long-term debt                                     130,065     133,696 
     Deferred income taxes                               19,831      21,805 
     Other non-current liabilities                       16,849      15,300 
                                                        -------     -------
                                                        166,745     170,801 
   Shareholders' Investment:
     Common stock -
      $.10 par value, authorized 75,000,000 
      shares; 29,793,279 and 30,969,069 
      shares issued and outstanding, respectively         2,979       3,097 
     Amount in excess of par value of stock              35,542      66,119 
     Cumulative translation adjustment                   (3,498)      1,473 
     Retained earnings                                  379,080     349,903 
                                                        -------     -------
                                                        414,103     420,592 
                                                        -------     -------
                                                       $781,216    $719,218 
                                                       ========    ========

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

   <PAGE>

   Consolidated Statements of Earnings
   For the Periods Ended January 3, 1998, December 28, 1996,
    and December 30, 1995

                             Dollars in thousands (except earnings per share)
                                             1997         1996        1995

   Net sales                            $1,202,483   $1,083,763  $1,022,650 
   Cost of goods sold                      963,920      864,736     806,651 
                                        ----------   ----------  ----------
     Gross Earnings                        238,563      219,027     215,999 
   Selling and administrative expenses     145,519      126,855     118,068 
   Restructuring charge                     13,500            -           -
                                        ----------   ----------  ----------
     Earnings from Operations               79,544       92,172      97,931 
   Interest expense                        (11,062)     (10,214)     (9,891)
   Other income, net                         2,341        2,249       1,010 
                                        ----------   ----------  ----------
     Earnings Before Income Taxes           70,823       84,207      89,050 
   Provision for income taxes               27,500       33,300      35,500 
                                        ----------   ----------  ----------
     Net Earnings                         $ 43,323     $ 50,907    $ 53,550
                                          ========     ========    ========
     Basic Earnings per Share 
       of Common Stock                    $   1.45     $   1.64    $   1.76 
                                          ========     ========    ========
     Diluted Earnings per Share
      of Common Stock                     $   1.44     $   1.63    $   1.75 
                                          ========     ========    ========

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

   <PAGE>

   Consolidated Statements of Cash Flows 
   For the Periods Ended January 3, 1998, December 28, 1996, 
    and December 30, 1995

                                                   Dollars in thousands
                                                1997       1996      1995
   Cash Flows from Operating Activities
   Net earnings                              $ 43,323   $ 50,907  $ 53,550 
   Adjustments to reconcile net earnings
    to net cash provided
    by operating activities, 
    net of acquisitions:
      Depreciation and amortization            62,107     58,270    51,055 
      Deferred income taxes                    (5,128)     1,326     2,313 
      Restructuring charge                     13,500          -         - 
      Restructuring charges paid               (1,843)         -         - 
      Change in assets and liabilities,
       net of effects of acquisitions:
        (Increase) in receivables              (2,603)    (6,562)   (8,966)
        (Increase) decrease in inventories    (10,931)     1,831     9,785 
        (Increase) decrease in other 
         current assets                        (1,806)    (1,179)      805 
        Increase in accounts payable and
         accrued liabilities                   23,843      2,250     5,908
        (Increase) decrease in other 
         non-current assets                    (2,638)     1,406    (1,526)
        Other, net                             (1,890)     2,574       869 
                                             --------   --------  --------
   Cash provided by operating activities      115,934    110,823   113,793
                                             --------   --------  --------

   Cash Flows from Investing Activities
   Capital expenditures                       (63,065)   (60,461)  (63,822)
   Proceeds from sale of plant and equipment    3,571      2,376       733 
   Cash used for acquisitions, 
    net of cash acquired                      (75,598)         -   (27,441)
                                             --------   --------  --------
   Cash used for investing activities        (135,092)   (58,085)  (90,530)

   Cash Flows from Financing Activities
   Short-term debt proceeds (payments), net    29,260      4,620   (56,001)
   Proceeds from issuance of long-term debt     1,600          -    75,000 
   Payments on long-term debt                  (5,697)    (9,210)   (8,361)
   Proceeds and tax benefit from 
    exercise of stock options                   3,418      2,797     4,167 
   Dividends paid and stock redemptions       (14,146)   (13,560)  (11,308)
   Repurchase of common stock                 (36,262)    (7,098)        - 
                                             --------   --------  --------
   Cash (used for) provided by 
    financing activities                      (21,827)   (22,451)    3,497 

   Net (decrease) increase in cash
    and cash equivalents                      (40,985)    30,287    26,760 
   Cash and cash equivalents at 
    beginning of year                          57,417     27,130       370 
                                             --------   --------  --------
   Cash and cash equivalents at 
    end of year                              $ 16,432   $ 57,417  $ 27,130 
                                             ========   ========  ========
   Cash payments for:
      Interest, net of amount capitalized    $ 10,818    $10,312  $  9,487 
      Income taxes                             30,583     30,292    33,023 

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

   <PAGE>

   <TABLE>

   Consolidated Statements of Shareholders' Investment
   For the Periods Ended January 3, 1998, December 28, 1996, and December 30, 1995

   <CAPTION>
                                                                                 Dollars in thousands

                                                            Common Stock           Amount in       Cumulative
                                                      Shares            Par        Excess of       Translation    Retained
                                                    Outstanding        Value       Par Value       Adjustment     Earnings
   <S>                                              <C>                <C>          <C>             <C>           <C>
   Balance, December 31, 1994                       20,126,026         $2,013       $56,780         $     -       $272,794 
     Net earnings                                                                                                   53,550 
     Cash dividends ($.37 per share)                                                                               (11,308)
     Stock options exercised                           196,823             19         4,148 
     Stock issued for acquisition                      236,765             24         9,210
     Other                                                                                             (118)
                                                    ----------         ------       -------          ------       --------
   Balance, December 30, 1995                       20,559,614          2,056        70,138            (118)       315,036 
     Three-for-two stock split effected in
     the form of a 50% stock dividend               10,292,824          1,029            (7)                        (1,029)
     Net earnings                                                                                                   50,907
     Cash dividends ($.44 per share)                                                                               (13,553)
     Stock options exercised                           183,894             18         2,779 
     Repurchase of common stock                       (303,600)           (30)       (7,068)
     Stock issued for acquisition                      236,337             24           277                         (1,458)
     Other                                                                                            1,591
                                                    ----------         ------       -------          ------       --------
   Balance, December 28, 1996                       30,969,069          3,097        66,119           1,473        349,903 
     Net earnings                                                                                                   43,323
     Cash dividends ($.47 per share)                                                                               (14,146)
     Stock options exercised                           204,914             20         3,397 
     Repurchase of common stock                     (1,456,900)          (146)      (36,116)
     Stock issued for acquisition                       75,715              8         2,131 
     Other                                                 481                           11          (4,971)
                                                    ----------         ------       -------          ------       --------
   Balance, January 3, 1998                         29,793,279         $2,979       $35,542         ($3,498)      $379,080
                                                    ==========         ======       =======          ======       ========
   </TABLE>

   There are 300,000 shares of $10 par value preferred stock authorized, none
   of which is issued.

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

   <PAGE>

   Notes to Consolidated Financial Statements
   For the Periods Ended January 3, 1998, December 28, 1996, December 30,
   1995

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

   Business  The Corporation operates in one business segment - printing
   services.  Customers, which 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 1997,
   1996 or 1995.

   Year-end   The Corporation's operating year ends on the Saturday closest
   to December 31.  Operating year 1997 ended on January 3, 1998, and
   comprised 53 weeks.  The years 1996 and 1995 ended on December 28, 1996,
   and December 30, 1995, respectively, and comprised 52 weeks each.

   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 In February 1997 the Financial
   Accounting Standards Board issued Statement of Financial Accounting
   Standards No. 128, "Earnings Per Share."  The standard requires the
   disclosure of two earnings per share amounts - "basic earnings per share
   of common stock" and "diluted earnings per share of common stock."   The
   computation of diluted earnings per share is similar to the Corporation's
   previous computation of "earnings per share of common stock."  Earnings
   per common share included throughout the Annual Report have been computed
   in accordance with the new standard.  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 29,973,736, 31,103,078
   and 30,388,778 in 1997, 1996 and 1995, respectively.  Average common and
   common equivalent shares for computation of diluted  earnings per share
   were 30,113,098,  31,249,169  and  30,624,134  in 1997, 1996 and 1995,
   respectively.  The shares outstanding used to compute diluted earnings per
   share for 1997, 1996 and 1995 excluded outstanding options to purchase
   408,300, 701,600 and 4,500 shares of common stock, respectively, with
   weighted-average exercise prices of $27.64, $26.09 and $29.50,
   respectively.  The options were excluded because their exercise prices
   were  greater than the average market price of the common shares during
   the respective year 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 1997, 1996
   and 1995.

   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 $12,007,000
   in 1997,  $12,030,000 in 1996,  and  $11,128,000 in 1995 of which 
   $945,000,  $1,816,000 and $1,237,000 was capitalized in 1997, 1996 and
   1995, 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.

   Inventories     Approximately 34% and 33% of total inventories in 1997 and
   1996, 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
                                                       1997      1996
   Raw materials and supplies                        $55,026   $40,980 
   Work-in-process and finished goods                 44,908    32,456 
                                                     -------   -------
   FIFO value (current cost) of all inventories       99,934    73,436 
   Excess of current cost over carrying
     value of LIFO inventories                        (4,593)   (4,373)
                                                     -------   -------
   Net inventories                                   $95,341   $69,063 
                                                     =======   =======

   Plant and Equipment Plant and equipment (including major renewals and
   betterments) are carried at cost and depreciated by ratable charges 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.

   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 25 to 40
   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
   $8,128,000 and $6,232,000 as of January 3, 1998, and December 28, 1996,
   respectively.

   Derivative Financial Instruments   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 1997, 1996 and 1995.

   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 of assets and
   liabilities and disclosure of contingent assets and liabilities at the
   date of the financial statements and the reported amounts of revenues and
   expenses during the reported periods. Actual results could differ from
   those estimates.

   Comprehensive Income     In June 1997, the Financial Accounting Standards
   Board ("FASB") issued Statement of Financial Accounting Standards No. 130,
   "Reporting Comprehensive Income."  The Corporation intends to adopt this
   standard in 1998.  If the standard had been adopted in 1997, comprehensive
   income would have been reported as $38,352,000.

   Segment Disclosures In June 1997 the FASB issued Statement of Financial
   Accounting Standards No. 131, "Disclosures about Segments of an Enterprise
   and Related Information."  This standard requires footnote disclosure of
   information related to the business segments in which an enterprise
   operates.  The Corporation intends to adopt this standard in 1998 and has
   not yet determined the extent of the disclosures it will make.

   2    Acquisitions

   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. 
   Omnia reported sales for 1996 of approximately $65 million.  The purchase
   price plus the liabilities assumed exceeded the fair market value of the
   tangible assets and identified intangible assets by a preliminary
   estimate of $8.8 million. Subsequent adjustments to this estimate are not
   expected to be significant. 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.  Greenfield reported
   sales for its most recent fiscal year of approximately $22 million.The
   purchase price plus the liabilities assumed exceeded the fair market value
   of the tangible assets and the identified intangible assets by a
   preliminary estimate of $14 million.  Subsequent adjustments to this
   estimate are not expected to be significant.

   Acquisition of B.G. Turnkey Services Limited In October of 1995, the
   Corporation acquired B.G. Turnkey Services Limited ("B.G. Turnkey"). B.G.
   Turnkey, headquartered in Cork, Ireland, provides project management,
   product assembly, fulfillment and product localization services to
   computer software and hardware companies primarily  from facilities
   located in Europe.  B.G. Turnkey reported sales for 1994 of approximately
   $160 million. The purchase price consisted of 355,147 shares (as adjusted
   for the 1996 stock split) of the Corporation's common stock and
   approximately $21 million of the Corporation's debentures which were
   called and prepaid in December 1995. The payment of these debentures is
   classified as cash used for acquisitions in the Statement of Cash Flows. 
   The Corporation also paid $3.2 million to former shareholders of B.G.
   Turnkey in exchange for a covenant not to compete. The purchase price plus
   the liabilities assumed exceeded the fair value of the tangible assets and
   identified intangible assets purchased by $12.2 million.  This acquisition
   was accounted for as a purchase and accordingly, the accompanying
   financial statements include B.G. Turnkey's results beginning with the
   acquisition date.

   Other Acquisitions  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 is 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.
   During 1995, the Corporation purchased Applied Technology Corporation,
   which serves the single-use health care market, and New Frontiers 
   Information Corporation, which provides customers with online solutions 
   for distributing catalogs and direct marketing materials via the 
   Internet's World Wide Web. The combined purchase price for these two
   acquisitions was $9.0 million.

   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 3, 1998, the Corporation had lines of credit available
   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 utilized to
   finance the Corporation's European operations.

   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%.  At December 28, 1996, the
   Corporation had borrowings outstanding aggregating $4.6 million under the
   European credit facility.  The maximum outstanding borrowings during 1997
   and 1996 were $40.1 million and $4.6 million, respectively.  The average
   outstanding borrowings during 1997 and 1996 were $11.6 million and
   $760,000, respectively.  The weighted-average interest rates on such
   borrowings during 1997 and 1996 were 5.8% and 7.5%, respectively.

   4    Long-term Debt

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

                                                       Dollars in thousands 
                                       Maturities         1997         1996
   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%                        1998-2005         14,545       16,364 
          7.38%                        2005-2015         15,000       15,000 
        10.11%                         1998-1999          4,000        6,500 

   Notes Payable and Capital Lease Obligations, 
        generally fixed rates of 
        interest, 6.0% to 9.8%         1998-2002          7,926        7,382 
   Industrial Revenue Bonds:
        Floating rates of interest, 
        approximating 80% of the
        prime rate                     1998-2015          6,600        6,750 
        Fixed rate of interest 
        at 5.8% to 7.5%                1998-2002          2,180        2,320 
                                                       --------     --------
                                                        135,251      139,316 
   Less current maturities                               (5,186)      (5,620)
                                                       --------     --------
   Long-term debt                                      $130,065     $133,696 
                                                       ========     ========

   Maturities of long-term debt during the next five years are: 1998,
   $5,186,000;  1999, $9,019,000;  2000, $7,401,000;  2001, $9,434,000;
   and 2002, $11,773,000.  Industrial Revenue Bonds aggregating $2,080,000
   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
   1997, 1996 and 1995.

   One of the Promissory Note agreements contains covenants which restrict
   the payment of dividends.  As of January 3, 1998, $122,513,000 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 3, 1998, including current maturities, was
   $143,490,000.

   5    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
   $12,748,000, $9,816,000 and $7,661,000 in 1997, 1996 and 1995,
   respectively.  Minimum rental commitments for the years 1998 through 2002
   aggregate $12,294,000, $8,959,000, $8,465,000, $7,996,000 and $6,714,000,
   respectively, and $34,192,000 thereafter.

   6    Stock and Incentive Programs for Management Employees

   During 1997, 1996 and 1995 the Corporation had a Management Incentive
   Award Plan which provided for the payment of cash awards or bonuses to
   officers and other key employees with respect to any year in which the
   Corporation and/or its operating units achieve specified objectives. 
   Awards under the plan were $1,024,000 in 1997, $243,000 in 1996 and 
   $2,799,000 in 1995.

   The Corporation also has a Long-term Incentive Plan, which provides for
   payment of cash awards to key officers and executives of the Corporation
   upon achievement of specified objectives over three-year performance
   periods.  There were no awards under the plan for the 1995 to 1997 and
   1994 to 1996 performance periods.  Awards under the plan were $511,000 for
   the 1993 to 1995 performance period.

   At January 3, 1998, 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 3,1998,
   606,864 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 which authorize
   options to be granted to non-employee Directors.

   The following table summarizes activity under the stock option plans:

                                                                Weighted
                                       Options    Price Range  Average Price

   Outstanding at December 31, 1994   1,671,480    $10 - $24      $17    

        Granted                         468,300     20 - 29        27 
        Exercised                      (419,313)    10 - 23        12 
        Canceled or expired              (8,437)    21 - 23        21    
                                      ---------

   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
                                      =========

   Of the options outstanding at January 3, 1998,  921,447 were exercisable
   at prices ranging from $18 to $29, and a weighted average of $23.  The
   balance of the options become exercisable at various times through 2000 at
   prices ranging from $21 to $29, and a weighted average of  $25.

   During 1997, 1996 and 1995,  193,547,  133,017  and 124,078  shares,
   respectively, were submitted to the Corporation in partial payment for
   stock option exercises and to offset income tax liabilities. These shares
   were canceled by the Corporation.

   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

                                            1997      1996      1995

   Net Earnings:          As Reported     $43,323   $50,907   $53,550
                          Pro Forma        42,032    50,168    53,377

   Earnings per share of common stock:
      Basic:              As Reported       $1.45     $1.64     $1.76
                          Pro Forma          1.40      1.61      1.76

      Diluted:            As Reported        1.44      1.63      1.75
                          Pro Forma          1.40      1.61      1.74

   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 1997, 1996 and 1995, respectively:
   risk-free interest rates of 6.2%,  6.6% and 6.0%; expected dividend yields
   of 1.7%,  1.9% and 1.3%; expected lives of 4.9, 4.9 and 4.4 years; 
   expected volatility of  25%,  26%  and  28%.  The weighted average fair
   value of the options granted in 1997, 1996 and 1995 was $7.65, $5.86 and
   $7.75, respectively.

   7         Employee Benefit Plans

   Pension 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.  A Non-qualified
   Supplemental Retirement Plan is not funded.

   Total pension expense, including multi-employer and union sponsored plans
   for 1997, 1996 and 1995 was $4,731,000, $5,631,000 and $4,941,000
   respectively.  Net periodic pension cost for the Corporation-sponsored
   qualified and supplemental plans, was as follows:

                                             Dollars in thousands
                                  Qualified Plans        Supplemental Plan
                                  1997     1996    1995  1997  1996  1995
   Service cost-benefits 
    earned during the year      $3,615   $3,801  $2,651  $337  $336  $131
   Interest cost on 
    projected benefit
    obligation                   4,873    4,628   4,220   437   401   301
   Actual return on plan
    assets, net of 
   unrecognized gains of
    $6,244,000, $2,128,000
    and $12,038,000 in 1997,
    1996 and 1995, respectively  (6,606) (5,602) (4,373)    -     -     - 
   Net amortization                (374)   (131)   (113)  165   202    97
                                 ------  ------  ------  ----  ----  ----
   Net pension expense           $1,508  $2,696  $2,385  $939  $939  $529
                                 ======  ======  ======  ====  ====  ====

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

                                             Dollars in thousands
                                  Qualified Plans        Supplemental Plan
                                  1997     1996    1995  1997  1996  1995
 
   Discount rate                 7.75%     7.25%   8.5%  7.75% 7.25%  8.5%
   Expected rate of 
   increase in compensation      4.0       5.0     5.0   4.0   5.0    5.0   
   Expected long-term 
    rate of return on 
    plan assets                  9.0       9.0     8.5     -   -      - 

   All of the Corporation's plans, except the Supplemental Plan, 
   have assets in excess of the accumulated benefit obligation.
   Plan assets 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
   assumed discount rates of 7.00% and 7.75% for 1997 and 1996,
   respectively:

                                            Dollars in thousands
                                    Qualified Plans     Supplemental Plan 
                                      1997      1996       1997      1996  
   Projected benefit obligation:
     Vested benefits                $57,835   $ 50,354    $4,463    $ 3,483 
     Non-vested benefits              6,677      3,238       994      1,082 
                                     ------    -------    ------    -------
     Accumulated benefit obligation  64,512     53,592     5,457      4,565 
     Effect of projected 
     future compensation levels      13,967     12,533     2,446      3,124
                                     ------    -------    ------    -------
                                     78,479     66,125     7,903      7,689 
   Plan assets at fair value         94,069     81,299         -          -   
                                     ------    -------    ------    -------
   Plan assets (in excess of)
    less than projected 
    benefit obligation              (15,590)   (15,174)    7,903      7,689 
   Unrecognized net gain (loss)      14,880     15,434    (3,991)    (4,276)
   Adjustment required to 
   recognize minimum liability            -          -     1,626      1,260 
   Unrecognized net asset 
   (obligation) being amortized
    over 16 years                     1,816      2,244       (81)      (108)
                                     ------    -------    ------    -------
   Accrued pension cost              $1,106    $ 2,504    $5,457    $ 4,565 
                                     ======    =======    ======    =======

   Approximately 42% of the Corporation's non-salaried employees are covered
   by multi-employer union-sponsored, collectively bargained defined benefit
   pension plans. Pension expense includes $2,284,000, $1,996,000 and 
   $2,027,000 in 1997, 1996 and 1995, respectively, attributable to the
   multi-employer plans. These costs are determined in accordance with the
   provisions of negotiated labor contacts.

   Postretirement Healthcare Costs    The Corporation and its subsidiaries
   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.

   The following table sets forth the plan's status at January 3, 1998 and
   December 28, 1996:

                                                     Dollars in thousands  
                                                        1997      1996
    Accumulated postretirement benefit obligation:
          Retirees                                    $ 2,989   $ 2,368
          Other active plan participants                7,058     4,581
          Fully eligible active plan participants         910       685
                                                       ------    ------
                                                       10,957     7,634
    Unrecognized transition obligation
          being amortized over 20 years                (3,818)   (4,073)
    Unrecognized net (loss) gain                       (1,833)      376 
                                                      -------   -------
    Accrued postretirement benefit cost               $ 5,306   $ 3,937 
                                                      =======   =======

   The net periodic postretirement benefit cost for 1997, 1996 and 1995
   included the following components:

                                                 Dollars in thousands       
                                                 1997    1996     1995
   Service cost - benefits attributed
    to service during the year                $   572  $   641  $   423
   Interest cost on accumulated  
    postretirement benefit obligation             657      525      476
   Amortization of transition obligation          255      255      247
                                              -------  -------  -------
   Net periodic postretirement benefit cost   $ 1,484  $ 1,421  $ 1,146
                                              =======  =======  =======

   The discount rate used in determining the accumulated postretirement
   benefit obligation was 7.00% and 7.75% at January 3, 1998 and 
   December 28, 1996, respectively.  Due to the terms of the Corporation's
   postretirement healthcare program, assumed healthcare cost rate 
   trends do not affect the Corporation's costs.

   Other Benefits 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 1997, 1996 and 1995 were $2,408,000,  $2,341,000
   and $2,148,000, respectively.

   8    Income Taxes

   The provision for income taxes consists of the following:
 
                                       Dollars in thousands
                                   1997        1996        1995
   Current:
        Federal                  $25,531     $25,354     $27,347
        State                      5,772       5,754       5,564
        Foreign                    1,325         866         276
                                 -------     -------     -------
                                  32,628      31,974      33,187
   Deferred                       (5,128)      1,326       2,313
                                 -------     -------     -------
   Provision for income taxes    $27,500     $33,300     $35,500
                                 =======     =======     =======

   Below is a reconciliation of the statutory federal income tax rate and the
   effective income tax rate:

                                            1997      1996      1995

   Statutory federal tax rate               35.0%     35.0%     35.0%
   State and local income taxes, 
     less applicable federal tax benefit     3.9       4.1       4.3
   Other, net                                (.1)       .4        .6  
                                            ----      ----      ----
   Effective income tax rate                38.8%     39.5%     39.9%
                                            ====      ====      ====

        Temporary differences which give rise to the deferred tax assets and
   liabilities at January 3, 1998 and December 28, 1996 are as follows:

                                              Dollars in thousands
                                                 1997         1996
   Deferred tax assets:
   Vacation accrual                            $2,735       $2,383
   Other accrued liabilities                   10,202        3,998

   Reserve for uncollectible accounts           1,643        1,332
   Other                                        1,918        1,432
                                             --------     --------
                                              $16,498       $9,145
                                             ========     ========

   Deferred tax liabilities:
        Accelerated depreciation             $(33,026)    $(29,648)
      Goodwill amortization                     5,427          (66) 
        Accrued pension cost                    2,139        2,523 
        Accrued postretirement benefit cost     2,109        1,575 
        Deferred compensation                   2,159        2,235 
        Other                                   1,361        1,576 
                                             --------     --------
                                             $(19,831)    $(21,805)
                                             ========     ========

   No United States deferred taxes have been provided on the undistributed
   foreign subsidiary earnings which aggregated $5,443,000 and $2,882,000 at
   January 3, 1998 and December 28, 1996, respectively, and are considered
   permanently invested. 

   The non-United States component of income before income taxes was
   $3,886,000 and $2,444,000 in 1997 and 1996, respectively.

   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.  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.

   10   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.  Pre-tax cash payments associated with
   the restructuring charge, consisting largely of lease termination costs,
   are expected to total approximately $5.6 million, of which $1.8 million
   was paid in 1997.  The  balance is expected to be paid in 1998.

   The following table presents the components of the Corporation's
   restructuring reserves together with the payments against the reserves
   from their establishment through January 3, 1998:

                                                    Dollars in thousands
                                      Original
                                   Restructuring  Asset     Cash     Year-End
                                       Charge    Write down Payments  Balance

   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   $(7,924)   $(1,843)  $3,733
                                       =======   =======    =======   ====== 

   11   Geographic Information

   Summarized data for the Corporation's European operations for 1997, 1996
   and 1995 are as follows:

                                     Dollars in thousands
                                   1997      1996        1995

   Net sales                    $145,692   $138,023    $54,638
   Earnings from operations        3,959      2,779      1,654
   Assets                         77,383     79,488     66,147

   There are no material transactions between the Corporation's domestic and
   European operations.

   12   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.

   <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 3,
   1998 and December 28, 1996, and the related consolidated statements of
   earnings, shareholders' investment and cash flows for each of the fiscal
   years in the three-year period ended  January 3, 1998.  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 3, 1998 and December 28, 1996, and the results
   of their operations and their cash flows for each of the fiscal years in
   the three-year period ended January 3, 1998, in conformity with generally
   accepted accounting principles.

   Arthur Andersen LLP

   Milwaukee, Wisconsin,
   February 2, 1998


   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>

   Unaudited Quarterly Financial Information

   The following table presents financial information by quarter for the
   years 1997 and 1996.

   <TABLE>
   <CAPTION>
                                                       Dollars in thousands (except per share data)
                              Quarter Ended               Quarter Ended           Quarter Ended             Quarter Ended
                                   March                    June                   September                   December
                             1997         1996        1997         1996        1997         1996         1997          1996
   <S>                   <C>          <C>         <C>          <C>         <C>          <C>          <C>           <C>
   Net sales             $275,363     $271,270    $276,217     $258,650    $298,322     $264,552     $352,581      $289,291
   Gross earnings          52,722       49,723      57,646       51,971      59,707       56,650       68,488        60,683
   Net earnings            10,018        8,838      12,584       11,824      5,602*       15,295       15,119        14,950
   Basic earnings per
     share of common stock    .33          .28         .42          .38         .19          .49          .51           .48
   Diluted earnings per
    share of common stock     .33          .28         .42          .38         .19          .49          .50           .48


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

   </TABLE>

   Dividend Record and Market Prices

                                        Per Share of Common Stock

                            First    Second     Third    Fourth     Entire
                          Quarter   Quarter   Quarter   Quarter      Year 

   1997 dividends paid      $ .11     $ .12     $ .12     $ .12       $ .47
   Price range:
     High                $ 26 5/8  $ 29 1/2  $ 29 7/8  $ 28 11/16  $ 29 7/8
     Low                   22 1/2    24 7/8    26 1/8    24 3/4      22 1/2

   1996 dividends paid      $ .11     $ .11     $ .11     $ .11       $ .44
   Price range:
     High                $ 30 5/8  $ 27 1/4  $ 25 3/8  $ 25 1/4    $ 30 5/8
     Low                   25 3/4    22 3/4    20 3/4    20 1/2      20 1/2


   Banta Corporation is included in the NASDAQ National Market List and the
   symbol is BNTA.  The stock prices listed above are the high and low
   trades. As of February 2, 1998, the Corporation had 2,465 shareholders of
   record.