UNITED ~~STATESSECURITIES~~STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. ~~20549Form 10-Q~~20549

(X)Form QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 2, 200510-Q

(X)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended April 1, 2006

OR

( _) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________to___________

Commission File Number 1-14637

BANTA CORPORATION

(Exact name of registrant as specified in its charter)

Wisconsin	39-0148550
(State or other jurisdiction	(IRS Employer
of incorporation or organization)	I.D. Number)
225 Main Street, Menasha, Wisconsin	54952
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: (920) 751-7777

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes /X/ No / /

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or ~~(as~~a ~~defined~~non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act). ~~Yes~~ ~~/X/ No / /~~

~~Common stock~~Large ~~outstanding~~accelerated asfiler of/X/ ~~July~~Accelerated ~~25,~~filer ~~2005~~/ –/ ~~24,031,195~~Non-accelerated ~~shares.~~filer / /

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes / / No /X/

Common stock outstanding as of April 21, 2005 – 24,005,684 shares.

BANTA CORPORATION AND SUBSIDIARIES Quarterly Report on Form 10-~~QFor~~Q For the Quarter Ended ~~July~~April 21, ~~2005~~2006

INDEX

		~~Page Number~~	Page Number
PART I	FINANCIAL INFORMATION:
Item 1 -	Financial Statements (Unaudited)
	Item 1 - Financial Statements (Unaudited)
	~~Condensed Consolidated Balance Sheets~~	Condensed Consolidated Balance Sheets
	July 2, 2005 and January 1, 2005	3
		April 1, 2006 and December 31, 2005	3
	~~Condensed Consolidated Statements of Earnings~~	Condensed Consolidated Statements of Earnings
	for the Three Months and Six Months Ended July 2, 2005
		for the Three Months ended April 1, 2006
	and July 3, 2004	4
		and April 2, 2005	4
	~~Condensed Consolidated Statements of Cash Flows~~	Condensed Consolidated Statements of Cash Flows
	for the Six Months Ended July 2, 2005
		for the three Months Ended April 1, 2006
	and July 3, 2004	5
		and April 2, 2005	5
	~~Notes to Condensed Consolidated Financial Statements -~~	Notes to Condensed Consolidated Financial Statements -
	July 2, 2005	6-11
		April 1, 2006	6-12
Item 2 -	Management's Discussion and Analysis of Financial Condition
	Item 2 - Management's Discussion and Analysis of Financial Condition
	~~and Results of Operations~~	~~12-18~~and Results of Operations	13-19
Item 3 -	Quantitative and Qualitative Disclosures about Market Risk	19
	Item 3 - Quantitative and Qualitative Disclosures about Market Risk		19
Item 4 -	Controls and Procedures	20
	Item 4 - Controls and Procedures		19
PART II	OTHER INFORMATION
Item 1 -	Legal Proceedings	20
	Item 1A - Risk Factors		20
Item 2 -	Changes in Securities, Use of Proceeds and Issuer Purchases of Equity Securities	20
	Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds		20
Item 4 -	Submission of Matters to a Vote of Security Holders	21
	Item 5 - Other Information		20
Item 6 -	Exhibits and Reports on Form 8-K	21
	Item 6 - Exhibits		20
SIGNATURES		22	21
EXHIBIT INDEX		23	22

Part 1 Item 1. Financial Statements

BANTA CORPORATION AND ~~SUBSIDIARIES CONDENSED~~ SUBSIDIARIESCONDENSED CONSOLIDATED BALANCE SHEETS

	(Dollars in thousands)
ASSETS	~~July~~April 21, ~~2005~~2006			~~January~~December 131, 2005
	(unaudited)
Current Assets
Cash and cash equivalents	$	~~155~~145,~~505~~752		$	~~133~~148,~~093~~895
Receivables		~~242~~266,~~705~~074			~~263~~295,~~087~~993
Inventories		9579,~~781~~921			~~102~~80,~~892~~756
Other current assets		18,~~481~~742			2520,~~169~~696
Total Current Assets		~~512~~510,~~472~~489			~~524~~546,~~241~~340
Plant and equipment		~~963~~993,~~648~~570			~~999~~977,~~935~~760
Less accumulated depreciation		~~694~~727,~~219~~540			~~711~~713,~~808~~911
Plant and equipment, net		~~269~~266,~~429~~030			~~288~~263,~~127~~849
Goodwill		43,605			66,371
Other assets		50,616			40,644
Other assets		28,374			26,834
Goodwill		43,662			43,518
Total Assets	$	~~853~~870,~~880~~797		$	~~905~~894,~~573~~351
LIABILITIES AND SHAREHOLDERS' INVESTMENT
Current Liabilities
Accounts payable	$	96107,~~440~~780		$	~~105~~107,~~656~~943
Accrued salaries and wages		3527,~~245~~052			44,~~410~~223
Other accrued liabilities		5039,~~412~~963			4741,~~946~~393
Current maturities of long-term debt		11,~~282~~464			2511,~~594~~460
Total Current Liabilities		~~193~~186,~~379~~259			~~223~~205,~~606~~019
Long-term debt		5865,~~534~~683			6275,~~333~~046
Deferred income taxes		2014,~~639~~728			2515,~~622~~250
Other non-current liabilities		6058,~~629~~737			56,~~046~~447
Total Liabilities		~~333~~325,~~181~~407			~~367~~351,~~607~~762
Shareholders' Investment
Preferred stock-$10 par value;
authorized 300,000 shares; none issued		--			--
Common stock-$.10 par value, authorized 75,000,000 shares;
29,482,004 and 29,278,884 shares issued, respectively		2,948			2,928
29,889,048 and 29,787,969 shares issued, respectively		2,989			2,979
Amount in excess of par value of stock		4761,~~945~~926			4158,~~454~~621
Retained earnings		~~624~~665,~~225~~661			~~582~~656,~~973~~298
Unearned compensation		~~(1,468~~--	)		(~~840~~1,140	)
Treasury stock, at cost - 5,295,464 and 4,232,412 shares, respectively		(161,523	)		(114,046	)
Treasury stock, at cost - 5,895,035 and 5,670,118 shares, respectively		(191,501	)		(179,270	)
Accumulated other comprehensive earnings		8,572			25,497
Accumulated other comprehensive income		6,315			5,101
Total Shareholders' Investment		~~520~~545,~~699~~390			~~537~~542,~~966~~589
	$	~~853~~870,~~880~~797		$	~~905~~894,~~573~~351

See accompanying notes to unaudited condensed consolidated financial statements

BANTA CORPORATION AND ~~SUBSIDIARIES CONDENSED~~ SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)

	(Dollars in thousands, except per share amounts)
	Three Months Ended						~~Six Months Ended~~
	July 2, 2005			July 3, 2004			July 2, 2005			July 3, 2004
	April 1, 2006			April 2, 2005
Continuing operations:
Revenue	$	366,060		$	341,062		$	752,337		$	690,590
Revenue from printing and supply-chain services	$	383,610		$	386,277
Cost of printing and supply-chain services		~~286~~302,~~748~~077			~~268~~302,~~700~~358			~~589,106~~			~~546,002~~
Gross earnings		7981,~~312~~533			7283,~~362~~919			~~163,231~~			~~144,588~~
Selling and administrative expenses		5861,~~543~~900			5063,~~972~~297			~~121,840~~			~~102,038~~
Earnings from operations		20,769			21,390			41,391			42,550
Operating earnings from continuing operations		19,633			20,622
Interest expense		(1,~~541~~313	)		(1,~~688~~556	)		~~(3,097~~	)		~~(3,578~~	)
Interest income		~~923~~1,421			~~476~~737			~~1,660~~			~~1,003~~
Other income, net		383			560			797			719
Other income (expense), net		(199	)		414
Earnings from continuing operations
before income taxes		2019,~~534~~542			20,~~738~~217			~~40,751~~			~~40,694~~
Provision for income taxes		65,~~570~~860			76,~~305~~470			~~13,040~~			~~14,444~~
Earnings from continuing operations		13,~~964~~682			13,~~433~~747			~~27,711~~			~~26,250~~
Discontinued operations:
Earnings from operations of discontinued
Healthcare segment, net of income taxes		~~(258~~--	)		~~1,771~~960			~~702~~			~~3,028~~
Gain from sale of Healthcare segment,
net of income taxes		~~20,075~~--			--1,300			~~21,375~~			--
Net earnings	$	3313,~~781~~682		$	1516,~~204~~007		$	~~49,788~~		$	~~29,278~~
Basic earnings per share of common stock:
Earnings from continuing operations	$	0.57		$	0.5455		$	~~1.12~~		$	~~1.04~~
Earnings (loss) from discontinued operations		(0.01	)		0.07			0.03			0.12
Earnings from discontinued operations		--			0.04
Earnings from gain on sale of Healthcare segment		~~0.82~~--			--0.05			~~0.86~~			--
Total	$	10.3757		$	0.6164		$	~~2.01~~		$	~~1.16~~
Diluted earnings per share of common stock:
Earnings from continuing operations	$	0.56		$	0.5354		$	~~1.10~~		$	~~1.02~~
Earnings (loss) from discontinued operations		(0.01	)		0.07			0.03			0.12
Earnings from discontinued operations		--			0.04
Earnings from gain on sale of Healthcare segment		~~0.80~~--			--0.05			~~0.85~~			--
Total	$	10.3556		$	0.6063		$	~~1.98~~		$	~~1.14~~
Cash dividends declared per share of common stock	$	0.18		$	0.17		$	0.35		$	0.34
Cash dividends per share of common stock	$	0.18		$	0.17

See accompanying notes to ~~unaudited~~ condensed consolidated financial statements

BANTA CORPORATION AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

	(Dollars in thousands) Six Months Ended
	(Dollars in thousands)
	July 2, 2005			July 3, 2004
	Three Months Ended
	April 1, 2006			April 2, 2005
Cash Flows from Operating Activities
Net earnings	$	4913,~~788~~682		$	2916,~~278~~007
Depreciation		2813,~~497~~516			3014,~~709~~460
Deferred income taxes		--(848	)		~~(723~~14	)
Tax benefit from the exercise of stock options		~~1,865~~--			~~1,046~~967
Non-cash stock compensation		314			61
Excess tax benefits from equity compensation		(460	)		--
Gain on sale of Healthcare segment		(21,375	)		--
Non-cash equity compensation		1,702			154
Gain on sale of plant and equipment		(~~355~~33	)		(~~543~~219	)
Gain on sale of warehouse related to Healthcare segment		--			(1,300	)
Change in assets and liabilities
Decrease in receivables		1429,~~033~~919			~~10,219~~937
Increase in inventories		(2,302	)		(9,085	)
Decrease in inventories		835			3,984
Decrease in accounts payable
Decrease in accounts payable and accrued liabilities		(17,903	)		(14,890	)
and accrued liabilities		(8,293	)		(14,847	)
Net change in other current assets and liabilities		2,258			3,421
Net change in other current assets and liabilities		(3,533	)		8,321
Net change in other non-current assets and liabilities		(7,682	)		913
Net change in other non-current assets and liabilities		3,043			712
Cash provided from operating activities		34,986			24,448
Cash provided from operating activities		61,682			55,148
Cash Flows From Investing Activities
Capital expenditures		(2315,~~984~~506	)		(389,~~096~~980	)
Proceeds from the sale of Healthcare segment and related warehouse		69,145			--
Proceeds from the sale of plant and equipment		86			199
Proceeds from the sale of plant and equipment		1,072			757
Proceeds from the sale of warehouse related to Healthcare segment		--			6,753
Cash provided from (used for) investing activities		46,233			(37,339	)
Cash used for investing activities		(15,420	)		(3,028	)
Cash Flows From Financing Activities
Repayments of long-term debt		(189,~~111~~359	)		(161,~~809~~256	)
Dividends paid		(8,474	)		(8,620	)
Short-term borrowings, net of repayments		--			10,000
Proceeds from exercise of stock options, net		4,122			1,919
Dividends paid		(4,342	)		(4,257	)
Repurchase of common stock		(47,837	)		(43,690	)
Proceeds from exercise of stock options, net		2,917			2,771
Other		(57	)		--
Repurchase of common stock		(13,147	)		(15,664	)
Cash used for financing activities		(70,357	)		(67,200	)
Excess tax benefits from equity compensation		460			--
Effect of exchange rate changes on cash and cash equivalents		(15,146	)		(2,366	)
Other		(64	)		--
Net increase (decrease) in cash		22,412			(51,757	)
Cash used for financing activities		(23,535	)		(8,406	)
Cash and cash equivalents at the beginning of period		133,093			181,112
Effect of exchange rate changes on cash and cash equivalents		826			(5,706	)
Cash and cash equivalents at the end of the period	$	155,505		$	129,355
Net (decrease) increase in cash		(3,143	)		7,308
Cash and cash equivalents at the beginning of period		148,895			133,093
Cash and cash equivalents at the end of the period	$	145,752		$	140,401
Cash payments for:
Interest, net of capitalized interest	$	~~3,224~~900		$	31,~~588~~069
Income taxes		~~8,170~~392			~~5,899~~487

See accompanying notes to ~~unaudited~~ condensed consolidated financial statements

BANTA CORPORATION AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL ~~STATEMENTS~~STATEMENTSAPRIL ~~JULY 2~~1, ~~2005~~ 2006(UNAUDITED)

1)	Basis of Presentation

The unaudited condensed consolidated financial statements of Banta Corporation (the “Corporation”) included herein have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations, although the Corporation believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these condensed consolidated financial statements be read in conjunction with the financial statements and the notes thereto included in the Corporation’s latest Annual Report on Form 10-K.

In the opinion of management, the aforementioned financial statements include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the results for the interim periods. Results for the three ~~and six~~ months ended ~~July~~April 21, ~~2005~~2006 are not necessarily indicative of results that may be expected for the year ending December 3130, ~~2005~~2006. Certain prior year amounts have been reclassified to conform to the ~~2005~~2006 presentation.

2) ~~Inventories~~Divestiture

The Corporation completed the sale of substantially all of the assets of its single-use healthcare products subsidiary, Banta Healthcare Group, Ltd. (“Healthcare”), to an affiliate of Fidelity Capital Investors, Inc. on April 12, 2005. In accordance with Statement of Financial Accounting Standards (“SFAS”) No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets,” the results of operations of Healthcare for the first quarter of 2005, which previously comprised the entire healthcare segment, and the gain on the sale of a warehouse in Rialto, CA, related to Healthcare, have been reflected in discontinued operations in the accompanying consolidated statements of earnings. The sale of the warehouse resulted in net proceeds of $6.8 million and a gain of $2.1 million ($1.3 million net of related taxes). The gain on the sale of the remaining assets of Healthcare was recorded in the Corporation’s second quarter of 2005.

3)	Inventories

Inventories consist of the following (dollars in thousands):

	July 2, 2005		January 1, 2005
	April 1, 2006		December 31, 2005
Raw materials	$	57$43,~~396~~357	$	49$44,~~055~~541
Work-in-process and finished goods		3836,~~385~~564		5336,~~837~~215
	$	95,781	$	102,892
		$79,921		$80,756

34) Earnings Per Share of Common Stock

Basic earnings per share of common stock is computed by dividing net earnings by the weighted average number of common shares outstanding during the period. Diluted earnings per share of common stock is computed by dividing net earnings by the weighted average number of common shares and common equivalent shares outstanding during the period. The common equivalent shares relate to the assumed exercise of stock options, ~~the assumed vesting of restricted stock~~ and ~~in 2004,~~ the assumed ~~settlement~~vesting of ~~the~~non-vested ~~accelerated share repurchase agreement described in Note 8~~stock.

The weighted average shares used in the computation of earnings per share consist of the following (in millions of shares):

	Three Months Ended				Six Months Ended
	July 2, 2005		July 3, 2004		July 2, 2005		July 3, 2004
Basic		24.6		24.9		24.8		25.3
Diluted		24.9		25.4		25.2		25.7

4)The ~~Comprehensive~~weighted ~~Earnings~~average shares used in the computation of earnings per share consist of the following (in millions of shares):

	Three Months Ended
	April 1, 2006	April 2, 2005
Basic	24.1	25.0
Diluted	24.5	25.4

5)	Comprehensive Earnings

Comprehensive earnings consist of the following (dollars in thousands):

	Three Months Ended						~~Six Months Ended~~
	July 2, 2005			July 3, 2004			July 2, 2005			July 3, 2004
	April 1, 2006			April 2, 2005
Net earnings	$	33$13,~~781~~682		$	15$16,~~204~~007		$	~~49,788~~		$	~~29,278~~
Other comprehensive earnings (loss):
Foreign currency translation
Foreign currency translation adjustments		(10,460	)		(2,098	)		(16,925	)		(2,747	)
adjustments		1,214			(6,465)
Comprehensive earnings	$	23$14,~~321~~896		$	13$ 9,~~106~~542		$	~~32,863~~		$	~~26,531~~

56) Goodwill

Changes in the carrying amount of goodwill by segment ~~during~~for the ~~six~~quarter ~~months~~ ended ~~July~~April 21, ~~2005~~2006 consist of the following (dollars in thousands):

	Printing Services		Supply-Chain Management			Healthcare			Total
	Printing services		Supply-chain managementservices			Total
Balance at January 1, 2005	$	37,552	$	6,855		$	21,964		$	66,371
Balance at December 31, 2005		$37,552		$5,966			$43,518
Sale of Healthcare segment		-0-		-0-			(21,964	)		(21,964	)
Translation adjustments for goodwill
denominated in foreign currencies		-0-		~~(802~~144	)		~~-0-~~144			~~(802~~	)
Balance at July 2, 2005	$	37,552	$	6,053		$	-0-		$	43,605
Balance at April 1, 2006		$37,552		$6,110			$43,662

67) Stock-Based Compensation

~~The~~At April 1, 2006, the Corporation ~~has~~had ~~three~~shares ~~stock-based~~outstanding ~~employee~~or ~~compensation~~available ~~plans.~~for ~~The~~grant ~~Corporation’s~~under three stock-based ~~employee~~ compensation plans ~~are~~– ~~accounted~~the ~~for~~2005 ~~under~~Equity Incentive Plan (“2005 Plan”), the ~~recognition~~Equity ~~and~~Incentive ~~measurement~~Plan ~~principles~~(“1995 ofPlan”) ~~Accounting~~and ~~Principles~~the ~~Board~~1991 Stock Option Plan (“~~APB~~1991 Plan”). ~~Opinion~~The ~~No.~~2005 ~~25,~~and ~~“Accounting~~1995 Plans provide for ~~Stock~~the ~~Issued~~issuance toof ~~Employees,”~~non-qualified and ~~related~~incentive ~~interpretations.~~stock ~~Because~~options, ~~the~~stock ~~number~~appreciation ofrights, ~~shares~~and isnon-vested ~~fixed~~stock to officers and ~~the~~key employees. The exercise ~~price~~prices offor ~~the~~options or stock ~~options~~appreciation ~~equals~~rights under such plans may not be less than the ~~market~~fair ~~price~~value of the ~~underlying~~common stock on the date of the grant,. noOptions ~~cost~~granted isunder ~~reflected~~the in1991 ~~net~~Plan ~~earnings~~(which provides for only the grant of stock options) may be exercised up to five years after the date of grant. Options granted under ~~these~~the ~~plans~~2005 and 1995 Plans may be exercised up to 10 years from the date of grant. The 2005 Plan includes automatic grants of stock options to non-employee Directors on an annual basis. The Corporation ~~amortizes~~has ~~restricted~~historically issued new common stock ~~awards~~in order to ~~net~~satisfy ~~earnings~~stock ~~over~~option ~~the~~exercises ~~vesting~~and ~~period~~intends ~~based~~to ondo so to satisfy future awards. Non-vested stock awards have been issued from previously acquired treasury shares and the ~~fair~~Corporation ~~value~~intends to continue this practice. At April 1, 2006, 3,067,259 shares of the Corporation’s common stock atwere ~~the~~reserved ~~date~~for offuture ~~grant~~equity incentive awards.

Had compensation cost been determined based upon the fair value at the grant date for awards under the plans based on the provisions of Statement of Financial Accounting Standards (“SFAS”) No. 123, “Accounting for Stock-Based Compensation,” the Corporation’s pro forma net earnings and earnings per share would have been as follows (dollars in thousands, except per share amounts):

	Three Months Ended						Six Months Ended
	July 2, 2005			July 3, 2004			July 2, 2005			July 3, 2004
Net earnings, as reported	$	33,781		$	15,204		$	49,788		$	29,278
Add: Compensation expense related
to restricted stock included in
net earnings, net of related taxes		96			37			188			37
Deduct: Compensation expense
determined under SFAS No. 123,
net of related taxes		(824	)		(1,111	)		(1,803	)		(2,425	)
Pro forma net earnings	$	33,053		$	14,130		$	48,173		$	26,890
Earnings per share
As reported:
Basic	$	1.37		$	.61		$	2.01		$	1.16
Diluted	$	1.35		$	.60		$	1.98		$	1.14
Pro forma:
Basic	$	1.34		$	.57		$	1.94		$	1.06
Diluted	$	1.33		$	.56		$	1.94		$	1.04

The following table summarizes stock option activity under the equity incentive plans:

In December 2004, the Financial Accounting Standards Board issued SFAS No. 123(R), “Share Based Payment.” SFAS No. 123(R) requires that compensation cost related to share-based payment transactions be recognized in the financial statements. Share-based payment transactions within the scope of SFAS No. 123(R) include stock options, restricted stock, performance-based awards, stock appreciation rights, and employee share purchase plans. The provisions of SFAS No. 123(R) are effective as of the first fiscal year that begins after June 15, 2005. Accordingly, the Corporation will implement the revised standard in the first quarter of fiscal year 2006. Currently, the Corporation accounts for its share-based payment transactions under the provisions of APB Opinion No. 25, which generally does not require the recognition of compensation cost for employee stock options in the financial statements. Management believes that the disclosures above appropriately reflect the impact this standard would have on reported net earnings if it had been adopted in the periods presented.

	Options			Price Range		Weighted Average Price
Outstanding at January 3, 2004		2,736,647			$18 - $38		$31
Granted		553,254			$38 - $46		$40
Exercised		(360,832	)		$18 - $38		$26
Canceled or expired		(71,831	)		$28 - $38		$35

Outstanding at January 1, 2005		2,857,238			$18 - $46		$34
Granted		507,413			$40 - $50		$46
Exercised		(686,671	)		$18 - $46		$29
Canceled or expired		(142,410	)		$23 - $47		$39

Outstanding at December 31, 2005		2,535,570			$18 - $50		$37
Granted		328,052			$49 - $51		$51
Exercised		(120,522	)		$18 - $38		$32
Canceled or expired		(11,233	)		$38 - $47		$43

Outstanding at April 1, 2006		2,731,867			$18 - $51		$39

During the six months ended July 2, 2005, the Corporation awarded an aggregate of 25,537 shares of restricted stock to certain employees. Restricted stock is granted in the name of the employee, who has all the rights of a shareholder, subject to certain restrictions. The ~~restricted~~following ~~stock~~table ~~vests~~summarizes ~~ratably~~weighted ~~over~~average ~~three~~information ~~years~~by ~~from~~range ~~the date~~ of ~~grant,~~exercise ~~subject~~prices to acceleration in certain cases. The shares issued were previously acquired treasury shares. Upon issuance of the restricted stock, unearned compensation of $1,092,000 was charged to shareholders’ investment for ~~the fair value of the restricted~~ stock ~~and~~options isoutstanding ~~being recognized as compensation expense ratably over the three-year vesting period. The Corporation had 38,973~~ and ~~23,988~~exercisable ~~shares of restricted stock outstanding~~ at ~~July~~April ~~2, 2005, and January~~ 1, 2005, respectively. Compensation expense related to restricted stock for the six months ended July 2, 2005, and July 3, 2004 was $314,000 ($188,000 net of related taxes) and $61,000 ($37,000 net of related taxes), respectively.2006:

	Options Outstanding			Options Exercisable
Range of Exercise Price	Number Outstanding at April 1, 2006	Weighted Average Remaining Contractual Life	Weighted Average Exercise Price	Number Exercisable at April 1, 2006	Weighted Average Exercise Price
$18-$27	221,200	4.0 years	$ 24	221,200	$ 24
$28-$34	305,147	5.8 years	$ 29	294,480	$ 29
$35-$38	1,235,313	7.0 years	$ 37	864,705	$ 37
$39-$51	970,207	9.1 years	$ 47	146,068	$ 43

$18-$51	2,731,867	7.4 years	$ 39	1,526,453	$ 34

The options outstanding but not exercisable at April 1, 2006, become exercisable at various times through 2009 in accordance with the vesting schedules of the plans. The intrinsic value (defined as the difference between the market price of the underlying common stock and the grant price) of options outstanding at April 1, 2006, was $36,197,000, and the intrinsic value of options exercisable at April 1, 2006, was $27,430,000. During the first quarter of 2006, the intrinsic value of options exercised was $2,106,000.

7)The ~~Employee~~following ~~Benefit~~table ~~Plans~~summarizes non-vested stock activity under the equity incentive plans:

The Corporation and certain of its unions have two 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 also maintains a non-qualified supplemental retirement plan, which is not funded. The disclosures for this plan for all years presented are combined with the pension plans. The Corporation makes contributions to the qualified plans each year in an amount that is at least equal to the minimum required contributions as defined by the Employee Retirement Income Security Act of 1974.

	Shares	Price Range	Weighted Average Fair Value
Outstanding at January 3, 2004	--	$ --	$ --
Granted	23,988	$38 - $46	$ 45
Outstanding at January 1, 2005	23,988	$38 - $46	$ 45
Granted	25,537	$ 43	$ 43
Vested	(8,000)	$38 - $46	$ 45
Forfeited	(3,378)	$ 46	$ 46

Outstanding at December 31, 2005	38,147	$38 - $46	$ 43
Granted	44,981	$ 51	$ 51
Vested	(7,566)	$ 43	$ 43

Outstanding at April 1, 2006	75,562	$38 - $51	$ 48

The ~~Corporation~~intrinsic ~~and~~value ~~its~~of ~~subsidiaries also provide~~ non-~~contractual~~vested ~~limited~~shares ~~healthcare~~at ~~benefits~~April ~~for~~1, ~~certain~~2006, ~~retired~~was ~~employees~~$3,928,000. The ~~program~~intrinsic ~~provides~~value ~~for defined initial contributions by the Corporation toward the cost~~ of ~~postretirement~~non-vested ~~healthcare~~shares ~~coverage. The balance of the cost is borne by the retirees. The program provides~~ that ~~increases~~vested induring the ~~Corporation’s~~quarter ~~contribution~~ended ~~toward~~April ~~coverage~~1, ~~will not exceed 4% per year. Due to the terms of the Corporation’s postretirement healthcare program~~2006, ~~assumed~~was ~~healthcare cost rate trends do not materially affect the Corporation’s costs~~$377,000.

~~The~~Effective January 1, 2006, the Corporation’s ~~postretirement~~adopted ~~healthcare~~SFAS ~~program~~No. ~~provides~~123 ~~for~~(R), ~~prescription~~“Share-Based ~~drug~~Payment.” ~~benefits~~SFAS No. On123 ~~December~~(R) 8,requires ~~2003,~~measurement of the ~~Medicare~~cost ~~Prescription~~of ~~Drug,~~employee ~~Improvement~~services ~~and~~received ~~Modernization~~in ~~Act~~exchange for an award of ~~2003~~equity (instruments based on the ~~“Act”)~~fair ~~was~~value ~~signed~~of ~~into~~the ~~law.~~award ~~The~~at ~~Act~~the ~~introduced~~grant adate ~~prescription~~and ~~drug~~recognition ~~benefit~~of ~~under~~the ~~Medicare~~compensation expense over the period during which an employee is required to provide service in exchange for the award (~~“Medicare~~generally ~~Part~~the D”vesting period). InThe ~~May~~Corporation ~~2004,~~had previously accounted for its stock-based compensation plans under the ~~FASB~~recognition ~~issued~~and ~~Staff~~measurement ~~Position~~principles of Accounting Principles Board Opinion (APB) No. ~~106-2~~25, (“~~FSP~~Accounting ~~106-2”)~~for Stock Issued to Employees,” ~~which~~and ~~provides~~related ~~accounting~~interpretations. ~~guidance~~Because tothe ~~employers~~number ~~that~~of ~~offer~~stock ~~prescription~~options ~~drug~~granted ~~benefits~~was ~~under~~fixed ~~retiree~~and ~~healthcare~~the ~~benefit~~exercise ~~plans~~price toequaled ~~Medicare~~the ~~eligible~~market ~~retirees.~~price ~~FSP~~of ~~106-2~~the ~~requires~~Corporation’s ~~that~~underlying common stock on the ~~benefit~~date ~~attributable~~of togrant, ~~past~~no ~~service~~compensation becost ~~accounted~~was ~~for~~previously asrecognized anunder ~~actuarial~~APB ~~gain~~No. ~~and~~25 in the ~~benefit~~statements ~~related~~of toearnings ~~current~~for ~~service~~stock beoptions ~~reported~~granted asprior ato ~~reduction~~January in1, ~~service cost~~2006. The Corporation ~~has~~adopted ~~elected~~SFAS No. 123 (R) using the modified prospective method, under which compensation expense related to ~~integrate~~stock ~~retiree~~options ~~healthcare~~that ~~coverage~~were ~~with~~not ~~the~~vested ~~new~~as ~~Medicare~~of ~~Part~~January D1, 2006 and future grants of stock will be recognized in athe ~~method~~consolidated ~~similar~~statements of earnings. Prior period compensation expense related to ~~the~~stock ~~way~~options ~~benefits~~is ~~currently~~presented ~~integrate~~on ~~with~~a ~~Medicare~~pro-forma ~~Parts~~basis. AThe Corporation’s stock option and B.non-vested Instock ~~the~~awards ~~third~~primarily ~~quarter~~vest ofratably ~~2004,~~over a 3-year period from the date of grant (subject to acceleration in certain cases). The Corporation ~~adopted~~has ~~FSP~~elected ~~106~~to recognize compensation expense using the straight-2line ~~retroactive~~method toover ~~January~~the 4,vesting ~~2004~~period of the award.

~~Net~~The ~~periodic~~Corporation ~~pension~~previously had and ~~post~~will continue to expense awards of non-~~retirement~~vested ~~benefit~~stock ~~costs~~based ~~for~~on the fair value of the Corporation~~-sponsored~~’s ~~plans~~common ~~were~~stock asat ~~follows~~the date of grant. As a result of adopting SFAS No. 123 (~~dollars~~R), unearned compensation previously recorded in ~~thousands):~~equity was closed to the amount in excess of par value of stock on January 1, 2006. All stock-based compensation expense not recognized at January 1, 2006 and compensation expense related to future grants of stock options will be recorded directly to the amount in excess of par value of stock.

	Pension Benefits
	Three months ended						Six months ended
	July 2, 2005			July 3, 2004			July 2, 2005			July 3, 2004
Service cost-benefits earned during
the year	$	2,564		$	2,327		$	5,128		$	4,654
Interest cost on projected benefit
obligation		2,674			2,437			5,348			4,875
Expected return on plan assets		(3,391	)		(2,921	)		(6,782	)		(5,841	)
Amortization of prior service cost		2			55			4			109
Amortization of net loss		352			122			704			243
Net pension expense	$	2,201		$	2,020		$	4,402		$	4,040
	Post-retirement Benefits
	Three months ended						Six months ended
	July 2, 2005			July 3, 2004			July 2, 2005			July 3, 2004
Service cost-benefits earned during
the year	$	111		$	197		$	222		$	394
Interest cost on projected benefit
obligation		111			201			222			402
Amortization of transition obligation		52			52			104			104
Amortization of net gain		(107	)		(33	)		(214	)		(65	)
Net post-retirement benefits expense	$	167		$	417		$	334		$	835

The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes-Merton option pricing model with the following weighted average assumptions used for grants in the first quarter of 2006, and the full fiscal years of 2005 and 2004, respectively: risk-free interest rates of 4.4%, 3.9% and 3.6%; expected dividend yields of 1.4%, 1.6% and 1.7%; expected option lives of 5.0, 5.0 and 5.3 years; and expected volatility of 20%, 22% and 26%. Based on these assumptions, the weighted average fair value of the options granted at the date of grant in the first quarter of 2006 and the full fiscal years of 2005 and 2004, was $11.43, $10.17 and $9.40, respectively.

~~The~~Total ~~Corporation~~stock-based ~~currently~~compensation ~~expects~~expense torecognized ~~make~~in nothe ~~contributions~~accompanying tostatements ~~its~~of ~~qualified~~earnings ~~pension~~for ~~plans~~the ~~during~~three ~~fiscal~~months ~~2005.~~ended AApril ~~contribution~~1, of2006 and April 2, 2005, was $~~716~~1,702,000 is($1,021,000 ~~expected~~net toof berelated ~~made~~taxes) asand ~~benefit~~$154,000 ~~payments~~($92,000 tonet ~~retired~~of ~~participants~~related ~~under~~taxes), ~~the~~respectively. ~~Corporation’s~~Stock ~~supplemental~~options ~~retirement~~and ~~plan~~non-vested ~~during~~stock ~~fiscal~~accounted ~~2005.~~for A$1,420,000 ~~contribution~~($852,000 net of related taxes) and $~~496~~282,000 is($169,000 ~~expected~~net toof berelated ~~made~~taxes), asrespectively, ~~benefits~~of ~~paid~~the toexpense ~~retirees~~recognized ~~under~~for the ~~postretirement~~three ~~healthcare~~months ~~plan~~ended ~~during~~April ~~fiscal~~1, 2006. The expense recognized for the three months ended April 2, 2005 of $154,000 ($92,000 net of related taxes) was entirely related to non-vested stock.

8)Had ~~Repurchase~~all ofstock-based ~~Common~~compensation ~~Stock~~expense been recognized in the quarter ended April 2, 2005 based under the fair-value-method at the grant date for awards under the plans, the Corporation’s pro forma net earnings and earnings per share would have been as follows (dollars in thousands, except per share amounts):

In February 2005, the Board of Directors approved a $150,000,000 share repurchase program, which replaced the Corporation’s previous program. Through February 2005, the Corporation had purchased 6,519,400 shares of its common stock under the previous authority at an aggregate cost of $173,870,000.

	Three Months Ended April 2, 2005
Net earnings, as reported:		$ 16,007
Add:
Stock based employee compensation expense included in
net earnings, net of related taxes		92
Deduct:
Stock based employee compensation expense determined
under fair-value-based method, net of related taxes		(979	)

Pro forma net earnings		$ 15,120

Earnings per share
As reported:
Basic		$ 0.64
Diluted		$ 0.63
Pro forma:
Basic		$ 0.60
Diluted		$ 0.60

~~During~~As ~~the~~of ~~quarter~~April ~~ended July 2~~1, ~~2005~~2006, the Corporation ~~purchased~~had ~~724,600~~unrecognized ~~shares~~stock-based ofcompensation ~~outstanding~~expense ~~common~~for stock-based ~~under~~awards ~~the~~granted ~~newly~~prior ~~approved~~to ~~repurchase~~April ~~program~~1, at2006, ~~an aggregate cost~~ of $~~32,173,000~~12.4 ~~During the six months ended July 2~~million, ~~2005,~~net ~~the~~of ~~Corporation~~estimated ~~purchased~~forfeitures. ~~1,084,100~~This ~~shares~~expense ~~under~~is ~~the~~expected ~~repurchase~~to ~~program~~be atrecognized anas ~~aggregate~~follows ~~cost~~(dollars ofin ~~$47,837,000.~~thousands):

On March 19, 2004, the Corporation announced that it had entered into an Accelerated Share Repurchase (“ASR”) agreement whereby 1,000,000 shares of the Corporation’s common stock were repurchased at an initial price of $43.69 per share. The ASR required the counterparty to acquire the shares in the open market over a fixed period of time. On July 27, 2004, the Corporation paid $663,000 to settle the ASR. The final settlement amount was based on the volume-weighted average price of $44.35 per share for actual repurchases made by the counterparty.



Remainder of 2006	$	5,164

2007		4,652

2008		2,483

2009		143

Total	$	12,442

~~The~~8) ~~shares~~Employee ofBenefit common stock held in treasury may be reissued pursuant to the Corporation’s equity incentive plans, or for other purposes. As of July 2, 2005, the Corporation had authority to repurchase up to an additional $102,163,000 in common stock under the current share repurchase program.Plans

9)The ~~Sale~~Corporation and certain of ~~Healthcare~~its ~~Segment~~unions have two 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 also maintains a non-qualified supplemental retirement plan, which is not funded. The disclosures for this plan for all periods presented are combined with the pension plans. The Corporation makes contributions to the qualified plans each year in an amount that is at least equal to the minimum required contributions as defined by the Employee Retirement Income Security Act of 1974.

On April 12, 2005 the Corporation sold substantially all of the assets of its single-use healthcare products subsidiary, Banta Healthcare Group, Ltd. (“Healthcare”), to an affiliate of Fidelity Capital Investors, Inc. for $67 million, subject to net working capital adjustments. This transaction generated net proceeds of $62.4, subject to the final working capital adjustment. The results of operations of Healthcare for the period up to the date of sale and the gain on the sale, have been reflected in the discontinued operations line item in the accompanying condensed consolidated statements of earnings. The Corporation recognized a $23.7 million gain on the sale of the segment ($20.1 million net of related income taxes). The effective tax rate of the transaction was favorably impacted by the Corporation’s ability to offset a portion of the gain with previously incurred capital losses. The deferred tax assets related to the aforementioned capital loss carryforwards had been offset in full by a valuation allowance until the sale transaction closed, due to uncertainty regarding realization of the capital loss carryforwards.

The accompanying condensed consolidated balance sheets include the following assets and liabilities of Healthcare at January 1, 2005 (dollars in thousands):

	January 1, 2005
Current assets	$19,554
Long-lived assets, including goodwill	30,126
Current liabilities	10,066
Non-current liabilities	12

~~During~~The ~~the~~Corporation ~~first~~and ~~quarter~~its ofsubsidiaries ~~2005,~~also inprovide anon-contractual ~~transaction~~limited ~~related~~healthcare tobenefits ~~the~~for ~~sale~~certain ofretired ~~Healthcare,~~employees. ~~the~~The ~~Corporation~~program ~~sold~~provides ~~its~~for ~~warehouse~~defined ininitial ~~Rialto,~~contributions ~~CA,~~by tothe aCorporation ~~California~~toward ~~real~~the ~~estate~~cost ~~investment~~of ~~company~~postretirement ~~for~~healthcare $7coverage.0 ~~million.~~The Abalance ~~gain~~ of ~~$1.3~~the ~~million,~~cost ~~net~~is ofborne ~~income~~by ~~taxes,~~the ~~with~~retirees. ~~respect~~The toprogram ~~the~~provides ~~sale~~that ofincreases in the ~~warehouse~~Corporation’s iscontribution ~~included~~toward incoverage ~~gain~~will onnot ~~the~~exceed ~~sale~~4% ofper ~~discontinued~~year. ~~operations~~Due into the ~~accompanying~~terms ~~condensed~~of ~~consolidated~~the ~~statements~~Corporation’s ofpostretirement ~~earnings~~healthcare ~~for~~program, ~~the~~assumed ~~six~~healthcare ~~months~~cost ~~ended~~rate ~~July~~trends 2,do ~~2005~~not materially affect the Corporation’s costs.

~~10)~~Net ~~Segment~~periodic ~~Information~~pension and postretirement benefit costs for the Corporation-sponsored plans were as follows (dollars in thousands):

The Corporation operates in two business segments, printing services and supply-chain management services. Summarized segment data for the three-and six-month periods ended July 2, 2005 and July 3, 2004 are as follows (dollars in thousands):


	Pension Benefits						Other Benefits

	Three months ended						Three months ended

	April 1, 2006			April 2, 2005			April 1, 2006			April 2, 2005

Service cost-benefits earned	$	2,796		$	2,564		$	117		$	111
during the year

Interest cost on projected
benefit obligation		2,921			2,674			112			111

Expected return on plan assets		(3,950	)		(3,391	)		--			--

Amortization of prior service cost		2			2			--			--

Amortization of transition obligation		--			--			52			52

Amortization of net loss (gain)		601			352			(106	)		(107	)

Net pension and postretirement benefits
expense	$	2,370		$	2,201		$	175		$	167

	Three Months Ended				Six Months Ended
	July 2, 2005		July 3, 2004		July 2, 2005		July 3, 2004
Revenue
Printing services	$	256,747	$	238,278	$	531,684	$	484,814
Supply-chain management services		109,313		102,784		220,653		205,776
Total	$	366,060	$	341,062	$	752,337	$	690,590
Earnings from operations
Printing services	$	16,959	$	17,267	$	33,436	$	33,704
Supply-chain management services		11,114		11,120		23,521		21,794
Total	$	28,073	$	28,387	$	56,957	$	55,498

The Corporation made a contribution of $10 million to the qualified pension plan during the first quarter of 2006, and currently expects to make no further contributions to its qualified pension plans during the remainder of 2006. A contribution of $775,000 is expected to be made as benefit payments to retired participants under the Corporation’s supplemental retirement plan. A contribution of $254,000 is expected to be made as benefits paid to retirees under the postretirement healthcare plan.

~~The~~9) ~~following~~Repurchase ~~table presents a reconciliation~~ of ~~segment~~Common ~~earnings from operations to the totals contained in the condensed consolidated financial statements for the three-and six month periods ended July 2, 2005 and July 3, 2004 (dollars in thousands):~~Stock

	Three Months Ended						Six Months Ended
	July 2, 2005			July 3, 2004			July 2, 2005			July 3, 2004
Reportable segment earnings	$	28,073		$	28,387		$	56,957		$	55,498
from operations
Corporate expenses (not		(7,304	)		(6,997	)		(15,566	)		(12,948	)
allocable to segments)
Interest expense		(1,541	)		(1,688	)		(3,097	)		(3,578	)
Interest income		923			476			1,660			1,003
Other income, net		383			560			797			719
Earnings before income taxes	$	20,534		$	20,738		$	40,751		$	40,694

In February 2005, the Board of Directors approved a $150 million share repurchase program, which replaced the Corporation’s previous program. As of December 31, 2005, the Corporation had purchased 1,458,500 shares of its common stock under this authority at an aggregate cost of $65,571,000.

During the quarter ended April 1, 2006, the Corporation purchased an additional 268,600 shares of outstanding common stock under this authority at an aggregate cost of $13,147,000.

The shares of common stock held in treasury may be reissued pursuant to the Corporation’s equity incentive plans, or for other purposes. As of April 1, 2006, the Corporation had authority to repurchase up to an additional $71,282,000 in common stock under the current share repurchase program.

10)	Segment Information

The Corporation operates in two business segments, printing services and supply-chain management services. Summarized segment data for the three months ended April 1, 2006 and April 2, 2005 are as follows (dollars in thousands):

	Three Months Ended
	April 1, 2006		April 2, 2005
Revenue
Printing services	$	280,183	$	274,937
Supply-chain management
services
		103,427		111,340

Total	$	383,610	$	386,277

Earnings from Operations
Printing services	$	16,141	$	16,477
Supply-chain management
services		11,446		12,407

Total	$	27,587	$	28,884

The following table presents a reconciliation of segment earnings from operations to the totals contained in the consolidated condensed financial statements for the three months ended April 1, 2006 and April 2, 2005 (dollars in thousands):

	Three Months Ended
	April 1, 2006			April 2, 2005
Reportable segment earnings from operations	$	27,587		$	28,884
Corporate expenses (not allocated to segments)		(7,954	)		(8,262	)
Interest expense		(1,313	)		(1,556	)
Interest income		1,421			737
Other income (expense), net		(199	)		414

Earnings from continuing operations before
income taxes	$	19,542		$	20,217

Item 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF ~~OPERATIONS SECOND~~OPERATIONSFIRST QUARTER ~~AND~~2006 COMPARED TO FIRST ~~SIX~~QUARTER ~~MONTHS OF~~ 2005 ~~COMPARED TO 2004~~

Organization of InformationIntroduction

Management’s Discussion and ~~Analysis~~ Analysis (MD&A) is intended to ~~provide~~help ~~investors~~the areader ~~narrative~~understand of the ~~recent~~results ~~performance,~~of ~~financial~~operations ~~condition~~ and ~~prospects~~financial condition of ~~Banta Corporation (~~the “Corporation”). ItMD&A is provided as a supplement to, and should be read in conjunction with, the ~~accompanying~~Corporation’s financial statements and ~~includes~~the accompanying notes to the financial statements. MD&A is organized in the following sections:

~~OverviewOperating~~OverviewResults ~~Unit Realignment Results~~ of Operations and Related InformationLiquidity and Capital ResourcesCritical Accounting PoliciesForward Looking Statements

Overview

The Corporation operates in two business segments, printing services and supply-chain management services. The Corporation’s printing services segment provides a comprehensive combination of printing, binding and digital imaging solutions to leading publishers and direct marketers. ~~Products~~ ~~and~~Services ~~services~~ in this segment include printing and value-added services related to books, catalogs, publications, ~~product brochures,~~direct ~~literature~~marketing ~~management~~materials ~~services,~~and educational materials,. ~~packaging and~~This ~~fulfillment,~~segment also provides literature management services and e-business services. The Corporation’s global supply-chain management services segment provides a wide range of outsourcing capabilities, primarily to ~~some~~many of the world’s largest technology companies. Services in this segment range from materials sourcing, product configuration and customized kitting, to order fulfillment and global distribution.

As discussed in ~~detail~~the Corporation’s inlatest ~~Note~~Annual 9Report ~~to the~~on ~~condensed~~Form ~~consolidated financial statements~~10-K, the Corporation completed the sale of of substantially all of the assets of its single-use healthcare products subsidiary, Banta Healthcare Group, Ltd. (“Healthcare”), to an affiliate of Fidelity Capital Investors, Inc. on April 12, 2005~~, for $67 million, subject to net working capital adjustments~~. This transaction generated net proceeds of $62.4, subject to the final working capital adjustment. A gain of $20.1 million, net of income taxes, was recorded in the second quarter of 2005 as a result of the transaction. In accordance with Statement of Financial Accounting Standards (“SFAS”) No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets,” the results of operations of Healthcare for the first quarter of 2005, which previously comprised the entire healthcare segment, and the gain on the sale of ~~the~~a ~~assets~~warehouse in Rialto, CA, related to Healthcare, have been reflected asin discontinued operations in the accompanying ~~condensed~~ consolidated statements of earnings. The gain on the sale of the remaining assets of Healthcare was recorded in the Corporation’s second quarter of 2005. The following discussion and analysis relating to results of operations is is based on a comparison of the Corporation’s results of operations from continuing operations.

Operating Unit Realignment

Beginning with the current fiscal year, the Corporation strategically realigned certain components of the printing services segment. The Corporation’s literature management services had previously been included as a part of the book operating unit. Effective January 2, 2005, the Corporation’s literature management services became a separately managed operating unit. The literature management operating unit provides print related outsourcing services involving digital printing, package assembly, fulfillment and distribution for healthcare organizations, financial service providers, retailers and other large corporations.

~~The~~Summary Corporation’s second quarter 2005 results from continuing operations exceeded the prior year period for revenue, earnings and diluted earnings per share. Revenue for the second quarter of 2005 was $366.1 million, an increase of 7.3% above the second quarter 2004 revenue of $341.1 million. Revenue for the second quarter of 2005 increased in both segments compared with the second quarter of 2004. Earnings from continuing operations for the second quarter of 2005 were $14.0 million, compared with $13.4 million during the same period last year, an increase of 4.0%. Diluted earnings per share from continuing operations for the second quarter were 56 cents compared with 53 cents in the second quarter of 2004.

~~Revenue~~The ~~for~~Corporation’s revenue for the first ~~half~~quarter of ~~2005 was~~2006 decreased 0.7% to $~~752~~383.6 from $386.3 million, anin ~~increase~~the first quarter of 8the prior year.9% ~~above~~Revenue for the ~~$690.6~~first ~~million~~quarter of 2006 increased in the ~~first~~printing services ~~half~~segment ofwhile the supply-chain management services segment experienced a decrease ~~2004~~in revenue when compared with the prior year’s first quarter. ~~Year-to-date~~First ~~earnings~~quarter earnings from continuing operations for 2006 of $2713.7 million were ~~5.6%~~comparable ~~above the~~to ~~$26.3~~earnings ~~million~~from continuing operations in the same period inlast ~~the prior~~ year. Diluted earnings per share from continuing operations for the first ~~six~~quarter ~~months~~were 56 cents compared with 54 cents in the first quarter of 2005. Diluted earnings per share for the first quarter of 2006 were positively $1impacted by higher interest income, a lower tax rate and fewer average shares outstanding.10 The Corporation had 870,000 fewer average diluted shares outstanding in the first quarter of 2006 compared with the prior year first quarter, the result of share repurchases in 2005 and the first quarter of 2006. Net earnings from continuing operations for the first quarter of 2006 included $1~~.02~~,420,000 inof expense ($852,000 net of related taxes) related to the ~~same~~initial ~~period~~recognition of ~~2004~~equity-based incentive compensation expense under SFAS No. 123 (R), “Shared-Based Payment” (see Note 7 to the Condensed Consolidated Financial Statements).

The discontinued operations related to the Healthcare segment reported a loss, net of income taxes, of $258,000 in the second quarter of 2005 and a gain, net of income taxes, of $702,000 through the date of sale on April 12, 2005. A gain of $20.1 million, net of income taxes, was recorded in the second quarter of 2005 as a result of the sale of the segment, and a gain of $21.4 million, net of taxes, was recorded through the date of sale on April 12, 2005. The gain of $21.4 million includes $1.3 million of gain from the sale of a related warehouse in the first quarter of 2005. Diluted earnings per share for both the results of operations and gain recorded on the sale of assets was 79 cents in the second quarter of 2005 and 88 cents for the period ended July 2, 2005.

Diluted earnings per share for the second quarter were $1.35 compared with 60 cents in the second quarter of 2004. Diluted earnings per share for the first six months of 2005 were $1.98 compared with $1.14 in the same period of 2004.

Revenue

Revenue for the quarter by segment is shown below (dollars in thousands):

Segment
Printing Services	$256,747	$238,278	7.8	%
Supply-Chain Management Services	109,313	102,784	6.4	%
Total	$366,060	$341,062	7.3	%

Printing services revenue for the second quarter of 2005 was 7.8% higher than the comparable quarter in the prior year, even though two major presses were being rebuilt and two others were being relocated. Work on these presses was substantially complete at the end of the second quarter of 2005. The other key issues related to revenue in this segment were:

• Approximately 50% of the revenue increase for the segment was the result of paper price increases compared with the prior year period. Paper prices were approximately 20% higher than the prior year, and these increases are generally passed on to the customer.

• Revenue in the Book operating unit was up 8% compared with the prior year second quarter, with approximately 30% of this increase related to higher paper prices. The remaining increase was primarily due to increased educational volumes resulting from the increase in education adoptions in 2005.

• Revenue ~~for the Literature Management operating unit increased 3% compared with the second quarter of 2004. The revenue growth was the result of increased promotional activity~~ from ~~several~~continuing operations ~~key customers.~~

• Revenue infrom ~~the~~continuing ~~Catalog~~operations for ~~operating unit increased by 5% compared with~~ the ~~second~~ quarter ~~of 2004. The increase in revenue was due primarily to higher paper prices and was partially offset~~ by asegment ~~major~~is ~~press~~shown ~~rebuild~~below ~~which~~(dollars ~~negatively~~in ~~impacted~~thousands): ~~printing capacity for the quarter.~~

• Revenue for the Publications operating unit was up 18% from the second quarter last year. Approximately one-third of the increase was due to higher paper prices, with the remainder of the increase due to increased market share gains.


	Three Months Ended

Segment	April 1, 2006		April 2, 2005		Change %

Printing services	$	280,183	$	274,937		1.9	%

Supply-chain management services		103,427		111,340		-7.1	%

Total	$	383,610	$	386,277		-0.7	%

•Printing ~~The~~services ~~Direct~~revenue ~~Marketing~~for ~~operating~~the first ~~unit~~quarter ~~increased~~of ~~revenue~~2006 bywas 71.9% ~~for~~higher than the ~~second~~comparable quarter ofin ~~2005 compared with~~ the prior year ~~period~~. ~~Increased~~Key issues ~~revenue~~related ~~for this unit was due primarily~~ to ~~improved~~revenue ~~product mix as demand increased~~ for ~~more~~the ~~complex~~first ~~services,~~quarter ~~primarily~~of ~~in-line~~2006 ~~finishing and on-press personalization. In addition, improved activity~~ in ~~traditional~~this ~~direct~~segment ~~mail~~were: ~~products also increased revenue during the quarter.~~

~~Printing~~• ~~services~~Rising ~~revenue~~paper prices increased by ~~10%~~revenue approximately $6.6 million in the first ~~half~~quarter of ~~2005~~2006 compared ~~with~~to the ~~first~~prior ~~half~~year ~~of 2004~~period. ~~Revenue~~Paper ~~grew~~prices ~~faster during~~were ~~the~~approximately ~~first~~6% ~~quarter~~higher ~~of 2005~~ than in the ~~second~~prior ~~quarter of 2005~~year, ~~largely~~and ~~due~~these toincreases ~~the press~~are ~~rebuilds~~generally ~~and~~passed ~~relocations~~on ~~described~~to ~~above.~~the customer.

• Revenue ~~for~~in the ~~supply-chain management~~Book ~~services~~operating ~~segment~~unit was ~~6.4~~down 5% ~~higher~~compared inwith the ~~second~~first quarter ofin 2005. ~~compared~~This ~~with~~ reduction was primarily the ~~second~~result of the absence of one large non-recurring project that was produced in the first quarter of ~~2004~~2005. ~~Approximately~~Volume ~~$1.3~~was ~~million,~~also ornegatively ~~20%,~~impacted ofby lower sales to customers in the ~~increase~~educational ~~resulted~~ printing market, from ~~favorable~~both ~~changes~~a decline in ~~foreign~~adoption ~~currency~~of ~~exchange~~educational ~~rates.~~materials ~~The~~by ~~remaining~~states ~~increase~~and ~~was~~the migration of the ~~result~~ printing and assembly of ~~improved~~some ~~sales~~educational materials to ~~the~~China. ~~segment’s~~This ~~major~~decrease ~~technology~~was ~~customers.~~partially offset by higher paper prices, which increased revenue approximately 2 percentage points.

~~For~~• Revenue for the ~~first~~Literature ~~half~~Management ofoperating ~~2005,~~unit ~~net revenue~~increased ~~for~~59% ~~the~~compared ~~supply-chain~~with ~~management~~the ~~services~~prior ~~segment~~year ~~was~~first 7quarter.2% ~~higher~~The ~~than~~strong ~~the~~revenue ~~first half~~growth ofwas ~~2004.~~the ~~Approximately~~result ~~$5.3~~of ~~million,~~continued orprint ~~35%,~~and ofpackaging ~~the~~services ~~increase~~to ~~resulted~~assist ~~from~~a ~~favorable changes~~major inhealthcare ~~foreign~~insurer ~~currency~~with ~~exchange~~Medicare ~~rates.~~Part ~~The~~D ~~remaining~~prescription ~~increase~~drug ~~was~~marketing ~~the~~efforts ~~result~~and ~~of improved~~increased ~~sales~~promotional toactivity ~~the~~from ~~segment’s~~several ~~major~~other ~~technology~~key customers.

~~The~~• ~~Corporation~~Revenue ~~has~~in athe ~~contract~~Catalog ~~with Hewlett-Packard~~operating ~~Company,~~unit ~~subject~~decreased toby ~~one-year~~3% ~~extensions~~compared ~~pursuant~~with tothe anprior ~~evergreen provision.~~year ~~Pursuant~~first toquarter. ~~this~~This ~~evergreen~~reduction ~~clause,~~was primarily the ~~contract~~result ~~has~~of ~~been~~reduced ~~extended~~print ~~through~~volumes ~~2005. Revenue~~ from ~~Hewlett-Packard~~several ~~Company~~key ~~under~~customers, ~~this~~which ~~agreement~~decreased ~~totaled~~revenue approximately ~~$134 million~~6 inpercentage ~~2004~~points ~~and~~from ~~comparable~~the ~~revenue~~first isquarter ~~expected~~of ~~under~~2005. ~~this~~This ~~contract~~decrease inwas ~~2005.~~partially ~~The~~offset ~~loss of~~by ~~this~~higher ~~contract~~paper ~~could~~prices, ~~have~~which acontributed ~~material~~3 ~~adverse~~percentage ~~impact~~points onto revenue over the ~~Corporation’s~~prior ~~financial results.~~year period.

~~Earnings~~• The Publications operating unit revenue decreased 5% compared with the first quarter in 2005 due to reduced magazine and commercial print volumes resulting, in part, from ~~operations~~competitor pricing. This decrease was partially offset by paper price increases, which contributed 3 percentage points to revenue over the prior year period.

~~Consolidated~~• ~~earnings~~The ~~from~~Direct ~~continuing operations~~Marketing ofoperating ~~$20.8~~unit ~~million~~increased inrevenue by 3% for the ~~second~~first quarter of ~~2005~~2006 ~~declined~~compared ~~slightly~~with ~~from~~the ~~$21~~prior year period.~~4 million~~ inHigher volumes increased revenue by 13% over the prior year ~~second~~period ~~quarter.~~with ~~Operating~~higher ~~earnings~~paper ~~from~~prices ~~continuing~~contributing ~~operations~~another ~~as a~~2% ~~percentage~~compared ofto ~~revenue~~the ~~were~~first 5quarter of 2005.~~7%,~~ ~~down~~Offsetting ~~from~~these ~~6.3%~~increases inwere reduced pricing as the ~~prior~~result ~~year~~of ~~period.~~pricing ~~Changes~~pressure from customers and slower growth in ~~operating~~ ~~earnings~~complex, ~~from~~in-line ~~continuing~~personalized ~~operations~~direct asmail aproducts ~~percentage~~than ofin ~~revenue~~the ~~are~~first ~~discussed below~~quarter byof ~~segment~~2005.

~~Consolidated~~Revenue ~~earnings~~for ~~from~~the ~~continuing~~supply-chain ~~operations~~management ofservices ~~$41.4~~segment ~~million~~declined 7% in the first ~~half~~quarter of ~~2005~~2006 ~~were~~compared ~~slightly~~with ~~lower~~the first ~~than~~quarter ~~the~~of ~~$42~~2005.~~6 million~~ inApproximately ~~the~~one-half ~~prior~~of ~~year~~the ~~first~~decrease ~~half~~($3.8 ~~Operating~~million) ~~earnings~~resulted asfrom unfavorable achanges ~~percentage~~in offoreign ~~revenue~~currency, ~~were 5.5%~~with ~~for~~ the ~~first~~remainder ~~half~~ of ~~2005,~~the ~~down~~decrease ~~from~~primarily ~~6.2%~~the result inof ~~the~~annual ~~comparable~~negotiated ~~period~~price inreductions ~~2004~~to several major customers.

The Corporation has a contract with Hewlett-Packard Company in the supply-chain management services segment that runs through 2006, subject to one-year extensions pursuant to an evergreen provision. Pursuant to this evergreen clause, the contract was most recently extended through 2006. Revenue from Hewlett-Packard Company under this agreement totaled approximately $135 million in 2005 and comparable revenue is expected under this contract in 2006. The loss or the modification of this contract could have a material adverse impact on the Corporation’s financial results.

Operating earnings from continuing operations (operating earnings)

Operating earnings from continuing operations (operating earnings) of $19.6 million in the first quarter of 2006 decreased 4.8% from $20.6 million in the prior year first quarter. Operating earnings as a percentage of revenue were 5.1% for the first quarter of 2006, down from 5.3% in the prior year period. Changes in operating earnings as a percentage of revenue are discussed below by segment.

Segment operating margins were as follows for the ~~second~~first quarter:

~~Segment~~	~~2005~~Segment	~~2004~~April 1, 2006	April 2, 2005
~~Printing Services~~	~~6.6%~~Printing Services	75.28%	6.0%
~~Supply-Chain Management Services~~	~~10.2%~~Supply-Chain Management Services	1011.81%	11.1%

Operating margins for the printing services segment in the ~~second~~first quarter of ~~2005~~2006 decreased to 65.68% from 76.20% in the ~~second~~first quarter of ~~2004~~2005. Overall operating margins in the segment were lower than the prior year primarily due to ~~two general factors, namely, lower margins on~~ the ~~paper~~recognition ~~revenue described above (which constituted a larger percentage~~ of ~~overall~~equity-based ~~sales~~incentive ~~than~~compensation inexpense, ~~the second quarter~~which oftotaled ~~2004) and the loss of productivity from the press rebuilds and relocations that occurred in the second quarter. In addition~~$850,000 ~~the costs to launch the new Literature Management operating unit~~($510,000 ~~the~~net ~~cost~~ of ~~new~~related ~~productivity~~taxes), ~~programs~~ and ~~higher employee healthcare costs~~ reduced ~~operating~~pricing ~~earnings. Operating margins increased in the Direct Marketing operating unit~~ as ~~mix shifted to more complex, personalized services and in~~ the ~~Catalog~~ ~~operating~~result ~~unit based on continuing operational improvements. These increases were~~of ~~more~~pricing ~~than~~pressure ~~offset~~from bycustomers ~~decreased operating margins~~ in ~~the~~several ~~Publications, Literature Management and Book~~ operating units ~~from the issues described above~~.

~~Printing~~The ~~services~~principal ~~segment~~raw ~~operating margins~~material ~~for~~used by the ~~first~~Corporation ~~half~~in ofthe ~~2005~~printing ~~declined~~services tosegment 6is paper.3% ~~from~~Paper ~~7.0%~~prices in the first ~~half of 2004.~~ ~~The~~quarter ~~decrease was the result~~ of ~~the~~2006 ~~same~~were ~~factors~~approximately ~~described~~6% ~~above~~higher ~~for~~than ~~the~~prices ~~second quarter. In addition, promotional work~~ in the ~~Literature~~first ~~Management~~quarter ~~operating~~of ~~unit~~2005. ~~in the first half~~The cost of ~~2004~~paper ~~that~~is ~~did~~generally ~~not~~passed ~~repeat~~on into ~~the~~customers ~~first~~and ~~half~~has ofno ~~2005,~~significant ~~contributed~~impact ~~to the overall~~on ~~decrease~~operating earnings.

~~The~~Operating ~~principal~~margins ~~raw~~for ~~material~~the supply-chain ~~used~~management ~~by the~~services ~~Corporation~~segment of 11.1% in the ~~printing~~first ~~services~~quarter ~~segment~~of is2006 ~~paper~~were comparable to the prior year first quarter margins. ~~Paper~~Increased ~~prices~~margin infrom ~~the~~a ~~second~~higher ~~quarter~~proportion of ~~2005~~value-added content and operations improvement initiatives were ~~approximately~~offset ~~20%~~by annual ~~higher~~negotiated ~~than~~price ~~prices~~reductions into ~~the~~several ~~second~~major ~~quarter~~customers and the recognition of equity-based ~~2004~~incentive compensation expense. ~~The~~ ~~cost~~Operating ofmargins ~~paper~~in isthis ~~generally~~segment ~~passed~~continue to be ~~the~~at ~~customer~~a level which may be higher than can be sustained long-term, and ~~has~~may nodecrease ~~significant~~in ~~impact~~the future based on the expectation of a lesser proportion of value-added content in the ~~operating~~product ~~earnings~~mix and anticipated continued pricing pressure from existing and new customers.

~~Operating~~Geographic ~~margins~~analysis ~~for the supply-chain management services segment~~ of ~~10.2% in the second quarter of 2005 were lower~~ ~~than~~revenue ~~the~~and ~~prior~~earnings ~~year~~from ~~second~~operations ~~quarter margins of 10.8%. This decrease in operating margins was primarily the result of one-time costs related to customer service requirements and personnel expenses.~~

~~Operating~~Revenue ~~margins~~and ~~for~~earnings ~~the~~from continuing ~~supply-chain~~operations ~~management~~(excluding ~~services~~unallocated ~~segment~~corporate ofexpenses) ~~10.7%~~by geographic area for the ~~first~~three months ~~half~~ended ofApril ~~2005~~1, ~~were~~2006 ~~slightly higher~~and ~~than~~April ~~the~~2, ~~prior~~2005 ~~year~~are ~~first~~presented ~~half~~below ~~margins~~(dollars ofin 10thousands).~~6%. The operating margin decrease~~ ~~described~~Virtually ~~above~~all revenue for the ~~second~~printing ~~quarter~~services segment was ~~more~~from ~~than~~customers ~~offset~~in by the ~~increased mix of higher~~United ~~margin~~States. ~~activities~~Revenue ~~experienced~~in by the supply-chain management services segment inwas ~~the~~from ~~first quarter~~customers ~~of 2005. This resulted~~ in ~~slightly higher operating margins for~~ the ~~year to date~~ ~~when~~United ~~compared to the same period in the prior year. Operating margins in this segment continue to be at a level which may be higher than can be sustained long-term~~States, ~~and~~Europe ~~may continue to decrease in the future based on the expectation of a lesser proportion of value-added content in the product mix~~ and ~~anticipated continued pricing pressure from existing and new customers~~Asia.

Geographic analysis of net revenues and earnings from operations

	Three Months Ended
	April 1, 2006		April 2, 2005
*Revenue*
United States	$	312,635	$	303,101
Non-United States		70,975		83,176

Total	$	383,610	$	386,277

*Earnings from operations*
United States	$	18,924	$	20,110
Non-United States		8,663		8,774

Total	$	27,587	$	28,884

~~Net~~Revenue ~~revenue~~in ~~and~~the ~~earnings~~United ~~from~~States ~~operations~~increased ~~(excluding~~by ~~unallocated~~3% ~~corporate~~in ~~expenses)~~the byfirst ~~geographic~~quarter ~~area~~of ~~for~~2006 compared with the ~~three~~same ~~and~~period in 2005. This ~~six~~increase ~~months~~was ~~ended~~primarily ~~July~~the 2,result ~~2005~~of ~~and~~the ~~July~~revenue 3,growth ~~2004~~in ~~are~~the ~~presented~~printing ~~below~~services ~~(dollars~~segment as indescribed ~~thousands)~~above. ~~Virtually~~ ~~all~~In ~~revenue~~addition, ~~for~~higher volumes in the ~~printing~~supply-chain ~~services~~management services segment ~~was~~in ~~from~~the ~~customers~~United States contributed to the increased revenue in the United States. Revenue in the United States in the supply-chain management services segment increased 15% for the first quarter of 2006 and was primarily due to increased demand from the segment’s technology customers. Non-United States revenue decreased 15% in the first quarter from the comparable period in the prior year. Increased unit volumes outside the United States, ~~Europe~~were reduced by price reductions and ~~Asia~~a shift to lower value-added content in some foreign locations.

	Three Months Ended				Six Months Ended
	July 2, 2005		July 3, 2004		July 2, 2005		July 3, 2004
Revenue
United States	$	289,604	$	260,720	$	592,705	$	530,561
Non-United States		76,456		80,342		159,632		160,029
Total	$	366,060	$	341,062	$	752,337	$	690,590
Earnings from operations
United States	$	22,068	$	20,902	$	42,178	$	41,056
Non-United States		6,005		7,485		14,779		14,442
Total	$	28,073	$	28,387	$	56,957	$	55,498

Operating earnings in the United States decreased by 6% in the first quarter compared with the respective prior year period. The decrease was primarily the result of the recognition of equity-based incentive compensation expense and pricing factors described above for the printing services segment. Non-United States operating earnings decreased by approximately 1% in the first quarter of 2006 when compared to the equivalent prior year period. The decrease in the first quarter was primarily the result of pricing reductions outside the United States.

~~Revenues~~Interest in the United States increased by 11% in the second quarter of 2005 from the prior year quarter and by 12% for the first six months of 2005 compared with the first six months of 2004. This increase is the result of both the growth of printing services revenue in the United States and strong growth in supply-chain management services in the United States. Revenue earned in the United States by the supply-chain management services segment increased 46% and 33%Expense, ~~respectively~~Interest ~~for~~Income ~~the second quarter~~ and ~~first~~Other ~~six~~Income ~~months~~(Expense) ~~of 2005 and is primarily due to increased demand domestically~~ from ~~the~~Continuing ~~segments~~Operations technology customers. Non-United States revenue decreased slightly in the second quarter of 2005 from the comparable quarter in the prior year and was virtually even for the first six months of 2005 compared with the same period of 2004. Growth with new and existing customers outside the United States was offset by the loss of two customers in these locations.

~~Operating~~Interest ~~earnings~~expense infor the ~~United~~first ~~States~~quarter ~~increased~~of by2006 6%was in$1.3 ~~the~~million, ~~second~~16% ~~quarter~~lower ~~and~~than ~~increased~~interest byexpense 3%of ~~for~~$1.6 ~~the~~million ~~six~~in ~~months ended~~the ~~July~~comparable 2,period ~~2005~~in ~~as compared with~~ the prior year ~~period~~. The ~~improvements~~reduction in ~~both~~interest ~~periods~~expense ~~were~~ was the result of scheduled ~~the~~repayments ~~increased,~~of ~~higher~~long-term ~~margin~~debt. ~~activities~~Total ~~from the supply~~long-~~chain~~term ~~management segment~~debt inat ~~the~~April ~~United States~~1, ~~which~~2006 ~~more~~of ~~than~~$77.1 million ~~offset~~was ~~the~~11% ~~slight~~less ~~decrease~~than inthe ~~operating earnings~~$86.5 ~~experienced~~million byof ~~the~~total ~~printing~~long-term ~~services~~debt ~~segment.~~outstanding ~~Non-United~~at ~~States~~the ~~operating~~end ~~earnings~~of ~~decreased~~the byfirst ~~approximately 20% in second~~ quarter of 2005. ~~and~~Essentially ~~were~~all ~~equivalent~~of ~~for~~ the ~~six~~Corporation’s ~~months~~long-term ~~ended~~debt ~~July~~is at 2,fixed ~~2005~~interest ~~from~~rates. ~~the~~As ~~prior~~a ~~year~~result, ~~periods.~~changes ~~The decrease~~ in ~~the~~market ~~second quarter~~interest isrates ~~related~~have tonot significantly impacted the ~~one-time~~Corporation’s ~~customer~~interest ~~service and personnel costs described above~~expense.

Interest ~~Expense~~income increased $0.7 million to $1.4 million in the first quarter of 2006 from $0.7 million in the first quarter of 2005. The increase in interest income was the result of the Corporation’s movement of some of its cash reserves to higher-yield investments as well as to rising short-term interest rates.

~~Interest~~Other expense ~~for the second quarter~~ of ~~2005 was~~ $10.52 million, ain ~~reduction~~the first quarter of ~~12%~~2006 ~~compared~~was ~~with~~a ~~interest expense of~~ $10.76 million inchange ~~the~~from ~~prior year’s second quarter. Interest expense for~~ the ~~period ended July 2, 2005 was~~ $30.14 million, ~~a reduction~~ of ~~13%~~other ~~from~~income during the ~~prior~~comparable ~~year~~period ~~first half. The reduction~~ in ~~interest expense for both~~ the ~~quarter~~prior ~~and the first half of the~~ year ~~was the result of scheduled repayments of long-term debt~~. ~~Total~~Other ~~long-term~~expense ~~debt~~for at2006 ~~July~~was 2,due ~~2005~~primarily ofto ~~$69.8~~losses ~~million~~on ~~was~~foreign ~~26%~~currency ~~less than the $95~~transactions.0 ~~million~~Other ofincome ~~long-term~~in ~~debt at~~ the ~~end~~prior ofyear ~~the~~period resulted ~~second~~from ~~quarter~~gains ofon ~~2004.~~foreign ~~Essentially~~currency ~~all~~transactions ofand the ~~Corporation’s~~sale ~~long-term~~of ~~debt is at~~ fixed ~~interest rates~~assets. ~~As a result, changes in market interest rates have not significantly impacted the Corporation’s interest expense.~~

Provision for Income Taxes

The Corporation’s effective tax rate of 3230.0% for the ~~second~~first quarter of ~~2005~~2006 was lower than the ~~35.2% effective tax rate in the second quarter of 2004. The Corporation’s effective tax rate of~~ 32.0% ~~for the first half of 2005 was lower than the 35.5%~~ effective tax rate in the first ~~half~~quarter of ~~2004~~2005. The reduction in the effective tax rate isresulted ~~based~~from onan increase in the expected proportion of foreign earnings generated by the supply-chain management services segment, which has extensive operations in countries whose tax rates are more favorable than the ~~tax~~ rates in the United States.

Liquidity and Capital Resources

~~The~~On ~~Corporation’s~~April ~~net~~1, ~~working capital~~2006, ~~increased by approximately 6% during~~ the ~~first~~Corporation ~~half of 2005. Accounts receivable~~had cash and ~~inventories~~cash ~~decreased~~equivalents byof 8%$146 inmillion. ~~the~~The ~~aggregate,~~change ~~which was nearly offset by an 8% reduction~~ in ~~aggregate~~cash ~~accounts payable~~ and ~~other current liabilities. The increase in~~ cash, ~~which~~equivalents ~~drove~~for the periods ~~overall~~ended ~~increase~~April ~~in working capital~~1, ~~was~~2006 ~~a result of earnings from operations~~ and ~~receipt~~April of2, ~~the~~2005 ~~proceeds~~was ~~from~~as ~~the~~follows: ~~sale of Healthcare.~~

The Corporation has in effect a stock repurchase program pursuant to which it may repurchase shares of its common stock on the open market or in privately negotiated transactions from time to time. During the quarter ended July 2, 2005, the Corporation purchased 724,600 shares of outstanding common stock under the repurchase program at an aggregate cost of $32,173,000. For the six months ended July 2, 2005 the Corporation purchased 1,084,100 shares of outstanding common stock under the repurchase program at an aggregate cost of $47,837,000. The second quarter share repurchases were principally financed from the proceeds from the sale of Healthcare. As of July 2, 2005, the Corporation had authority to repurchase up to an additional $102,163,000 in common stock under the current share repurchase program.

Dollars in thousands	April 1, 2006			April 2, 2005
Cash and cash equivalents at beginning of period	$	148,895		$	133,093
Cash provided by operating activities		34,986			24,448
Cash used for investing activities		(15,420	)		(3,028	)
Cash used for financing activities		(23,535	)		(8,406	)
Effect of exchange rate changes on cash and cash equivalents		826			(5,706	)


Net increase (decrease) in cash and cash equivalents		(3,143	)		7,308

Cash and cash equivalents at end of period	$	145,752		$	140,401

~~Capital~~Operating ~~expenditures~~Activities were $14.0 million during the second quarter and $24.0 million during the first six months of 2005, a decrease of $14.1 million from the amount expended during the prior year’s first six months. Capital expenditures for the full year are expected to be approximately $70 million and will be funded by cash on hand or cash provided from operations.

~~Total~~Cash ~~long-term~~generated ~~debt~~from asoperating activities afor ~~percentage of~~the ~~total~~three ~~capitalization~~months atended ~~July~~April 21, ~~2005~~2006 was 11$35.~~8%,~~0 ~~which~~million ~~was~~compared ato ~~decrease~~$24.4 million ~~from~~in the ~~14.0%~~prior ~~at January~~year 1period, ~~2005~~an increase of 43%. ~~This~~The ~~decrease~~increase ~~was~~in ~~the~~cash ~~result~~from ofoperating activities ~~scheduled~~was ~~repayments~~driven by the collection of ~~long-term~~accounts ~~debt~~receivable in from the ~~second~~end ~~quarter~~ of 2005, partially offset by the ~~reduction~~payment of ~~total~~incentive ~~equity~~compensation ~~affected~~accruals by from the ~~repurchase~~fourth quarter of ~~common~~2005 ~~stock~~and a $10 million contribution to the qualified pension plan made in the first quarter ~~half~~ of ~~2005~~2006. ~~Given~~Included ~~cash~~in ~~and~~the cash ~~equivalents~~flows from operating activities in 2005 were the oncash ~~hand~~flows asfrom ~~well~~the asdiscontinued ~~borrowing~~Healthcare ~~capacity~~segment. ~~currently~~Cash inflows ~~place,~~from operating activities related to the ~~Corporation~~discontinued ~~believes~~Healthcare itsegment ~~has~~in the first quarter of 2005 were ~~sufficient~~approximately ~~liquidity~~$3.9 tomillion. ~~fund~~The ~~its~~Corporation ~~operations~~anticipates ~~for~~that the ~~foreseeable~~absence of these cash flows from the discontinued Healthcare segment will not have a materially adverse impact on future liquidity and capital resources.

Investing Activities

Investing activities in the current period used $15.0 million compared with $3.0 million in the comparable period in the prior year. Capital expenditures of $15.5 million were $5.5 million greater than the $10.0 million in the first quarter of 2005. The Corporation is committed to maintaining modern, safe and efficient plants and to providing customers with enhanced supply-chain management services as well as new printing and digital imaging technologies. Proceeds from the sale of a warehouse related to the Healthcare segment in the first quarter of 2005 were $6.8 million. The proceeds from the sale of the remaining assets of the Healthcare business were received when the sale was completed in the second quarter of 2005.

Financing Activities

Cash used for financing activities in the first quarter of 2006 reflected share repurchases, payment of dividends to shareholders and repayments of long-term debt; partially offset by proceeds from stock option exercises.

The Corporation has in effect a stock repurchase program pursuant to which it may repurchase shares of its common stock on the open market or in privately negotiated transactions from time to time. During the first quarter of 2006, the Corporation purchased 268,600 shares of common stock under the repurchase program at an aggregate cost of $13.1 million. The 2006 share repurchases were principally financed by cash provided by operating activities. As of April 1, 2006, the Corporation had authority to repurchase up to an additional $71.3 million in common stock under the current share repurchase program. The Corporation may continue its repurchase of shares in the future pursuant to this authorization if market conditions warrant. Any future stock repurchases are expected to be funded by a combination of existing cash, cash provided from operations and short-term borrowings.

Management believes the Corporation’s financial condition is strong and that its ability to generate cash from operations and its ability to issue short-term and long-term debt are adequate to fund working capital, capital spending, payment of dividends, repurchases of common stock and other investments for the foreseeable future.

Critical Accounting Policies

The Corporation’s accounting policies are more fully described in Note 1 to the consolidated financial statements included in the Corporation’s Annual Report on Form 10-K for the fiscal year ended ~~January~~December 131, 2005. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions about future events that affect the amounts reported in the financial statements and footnotes. Future events and their effects cannot be determined with absolute certainty. Therefore, the determination of estimates requires the exercise of judgment. Actual results inevitably will differ from those estimates, and such differences may be material to the financial statements.

The most significant accounting estimates inherent in the preparation of the Corporation’s consolidated financial statements include estimates as to the recovery of receivables and the realization of inventories, plant and equipment, and goodwill. Significant assumptions are also used in the determination of liabilities related to pension and ~~post-retirement~~postretirement benefits, obligations for lease terminations, income taxes and environmental matters. The process of determining significant estimates is fact specific and takes into account factors such as historical experience, current and expected economic conditions, product mix and, in some cases, actuarial assumptions. The Corporation re-evaluates these significant factors as facts and circumstances dictate. Historically, actual results have not differed significantly from those determined using the estimates described above.

The Corporation believes the following critical accounting policies affect its more significant judgments and estimates used in the preparation of its consolidated financial statements:

• Revenue ~~Recognition~~recognition. Revenue is recognized, net of estimated discounts, allowances and returns, when title and risk of loss transfers to the customer and the earnings process is complete. The Securities and Exchange Commission’s (“SEC”) Staff Accounting Bulletin (“SAB”) No. 104, “Revenue Recognition,” provides guidance on the application of accounting principles generally accepted in the United States to selected revenue recognition issues. In addition, revenue in the supply-chain management services segment is recognized in accordance with Emerging Issues Task Force (“EITF”) Issue No. 99-19, “Reporting Revenue Gross as a Principal versus Net as an Agent.” Each major contract is evaluated based on various criteria, with management’s judgment required to assess the importance of each criterion in reaching the final decision. In general, revenue is recognized on a gross basis if the Corporation has the risks and rewards of ownership, latitude in establishing component vendors and pricing, and bears all credit risk. Revenue from contracts that do not meet these criteria isare recognized on a net basis, recording only the portion that is related to services or products provided directly by the Corporation.

•17 Goodwill. The Corporation adopted Statement of Financial Accounting Standards (“SFAS”) No. 142, “Goodwill and Other Intangible Assets”, effective December 30, 2001. Under SFAS No. 142, goodwill is not amortized, but is reviewed for impairment on an annual basis. The Corporation’s analysis, which is performed in the fourth quarter of each fiscal year unless other indicators of impairment exist, is based on the comparison of the fair value of its reporting units to the carrying value of the net assets of the respective reporting units.

~~• Retirement Benefits.~~ The Corporation ~~has~~records ~~significant~~shipping ~~pension~~ and ~~postretirement~~handling ~~benefit~~fees ~~costs~~billed that are developed from actuarial valuations. The valuations reflect key assumptions regarding, among other things, discount rates, expected return on plan assets, retirement ages and years of service. Consideration is given to ~~current~~customers ~~market~~as ~~conditions~~revenue, ~~including changes in interest rates~~ and ~~investment~~records ~~returns,~~the inrelated ~~making~~costs ~~these~~as ~~assumptions.~~cost ~~Changes in these assumptions will affect the amount~~ of ~~pension~~printing and ~~postretirement~~supply-chain ~~expense~~services, ~~recognized~~when ~~in future periods~~incurred.

• ~~Asset~~Goodwill. ~~Impairments~~In accordance with SFAS No. ~~Impairments~~142 of“Goodwill ~~long-lived~~and ~~assets~~Other ~~are~~Intangible ~~accounted~~Assets,” goodwill is no longer amortized, but is reviewed for ~~under~~impairment ~~SFAS~~on Noan annual basis. ~~144~~The ~~“Accounting~~Corporation ~~for~~completed the ~~Impairment~~annual orimpairment ~~Disposal~~tests in the fourth quarter of ~~Long-Lived~~2005, ~~Assets~~2004 and 2003.~~”Long-lived~~ ~~assets~~This ~~are~~analysis ~~tested~~was ~~for~~based ~~recoverability~~on ~~whenever~~the ~~events~~comparison orof ~~changes~~the infair ~~circumstances~~value ~~indicate~~of ~~that~~its reporting units to the carrying value of the ~~asset~~net ~~may~~assets ~~not~~of bethe ~~recoverable~~respective reporting units. The Corporation concluded that no impairment of goodwill existed at the time of the annual impairment tests in 2005, 2004 and 2003.

• ~~Income~~Stock-based ~~taxes~~compensation.~~The~~ ~~Corporation’s~~Effective ~~annual~~January ~~tax~~1, ~~rate~~2006, isthe ~~determined~~Corporation ~~based~~adopted onSFAS ~~income~~No. 123 (R), ~~statutory~~“Share-Based ~~tax~~Payment.” ~~rates~~SFAS ~~and~~No. ~~the~~123 ~~tax~~(R) ~~impacts~~requires measurement of ~~items~~the ~~treated~~cost ~~differently~~of ~~for~~employee ~~tax~~services ~~purposes~~received ~~than~~in exchange for ~~financial~~an ~~reporting~~award ~~purposes.~~of ~~Tax~~equity ~~law~~instruments ~~requires~~based ~~some~~on ~~items~~the tofair bevalue ~~included~~of inthe award at the ~~tax~~grant ~~return~~date atand ~~different~~recognition ~~times~~of ~~than~~the compensation expense over the ~~items~~period ~~reflected~~during which an employee is required to provide service in exchange for the ~~financial~~award ~~statements~~(generally the vesting period). AsThe aCorporation ~~result,~~had previously accounted for its stock-based compensation plans under the ~~annual~~recognition ~~tax~~and ~~rate~~measurement inprinciples of Accounting Principles Board Opinion (APB) No. 25, “Accounting for Stock Issued to Employees,” and related interpretations. Because the ~~financial~~number ~~statements~~of isstock ~~different~~options ~~than~~granted was fixed and the ~~rate~~exercise ~~reported~~price onequaled the market price of the Corporation’s ~~tax~~underlying ~~return~~common stock on the date of grant, no compensation cost was previously recognized under APB No. ~~Some~~25 in the statements of ~~these~~earnings ~~differences~~for ~~are~~stock ~~permanent~~options granted prior to January 1, ~~such~~2006. asThe ~~expenses~~Corporation adopted SFAS No. 123 (R) using the modified prospective method, under which compensation expense related to stock options that ~~are~~were not ~~deductible~~vested as of January 1, 2006 and future grants of stock will be recognized in the ~~tax~~consolidated ~~return~~statements of earnings. The Corporation’s stock option and ~~some~~non-vested ~~differences~~stock ~~are~~awards ~~temporary,~~primarily ~~reversing~~vest ratably over ~~time,~~a ~~such~~3-year asperiod ~~depreciation~~from the date of grant (subject to acceleration in certain cases). The Corporation has elected to recognize compensation expense using the straight-line method over the vesting period of the award. ~~These~~The ~~temporary~~Corporation ~~differences~~continues ~~create~~to ~~deferred~~use ~~tax~~the ~~assets~~Black-Scholes-Merton ~~and~~valuation ~~liabilities~~model to determine the fair value of stock options at the date of grant.

•

Retirement benefits. The Corporation has significant pension and postretirement benefit costs that are developed from actuarial valuations. The valuations reflect key assumptions regarding, among other things, discount rates, expected return on plan assets, retirement ages and years of service. The discount rate is based upon the 10-year Moody’s Aa bond rate at the end of each year. Consideration is given to current market conditions, including changes in interest rates and investment returns, in making these assumptions. Changes in these assumptions will affect the amount of pension and postretirement expense recognized in future periods.

•

Asset impairments. Impairments of long-lived assets are accounted for under SFAS No. 144 “Accounting for the Impairment or Disposal of Long-Lived Assets.”Long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable.

•

Income taxes. The Corporation’s annual tax rate is determined based on income, statutory tax rates and the tax impacts of items treated differently for tax purposes than for financial reporting purposes. Tax law requires some items to be included in the tax return at different times than the items reflected in the financial statements. As a result, the annual tax rate in the financial statements is different than the rate reported on the Corporation’s tax return. Some of these differences are permanent, such as expenses that are not deductible in the tax return and some differences are temporary, reversing over time, such as depreciation expense. These temporary differences create deferred tax assets and liabilities.

Inherent in determining the annual tax rate are judgments regarding business plans, planning opportunities and expectations about future outcomes. Significant management judgments are required for the following items:

o• Management reviews the Corporation’s deferred tax assets for realizability. Valuation allowances are established when management believes that it is more likely than not that some portion of the deferred tax assets will not be realized. Changes in valuation allowances from period to period are included in the tax provision.

o• The Corporation establishes accruals for certain tax contingencies when, despite the belief that the Corporation’s tax return positions are fully supported, the Corporation believes that certain positions may be challenged. The tax contingency accruals are adjusted in light of changing facts and circumstances, such as the progress of tax audits, case law and emerging legislation.

o• The Corporation has not provided for possible U.S. taxes or foreign withholding taxes on the undistributed earnings of foreign subsidiaries that are considered to be reinvested indefinitely.

o The Corporation is currently evaluating the effects of repatriating certain foreign earnings. The Corporation may repatriate as much as $100 million of its foreign earnings, which would carry a one-time tax charge to the Corporation’s consolidated results of operations of up to approximately $6.0 million.

Forward-Looking Statements

This document includes forward-looking statements. Statements that describe future expectations, including revenue and earnings projections, plans, results or strategies, are considered forward-looking. The statements that are not purely historical should be considered forward-looking statements. Often they can be identified by the use of forward-looking words, such as “may,” “will,” “could,” “project,” “believe,” “anticipate,” “expect,” “estimate,” “continue,” “potential,” “plan,” “forecasts,” and the like. Such statements are subject to certain risks and uncertainties which could cause actual results to differ materially from those currently anticipated. Factors that could affect actual results include, among others, changes in customers’ order patterns or demand for the Corporation’s ~~products and~~ services, pricing pressures imposed by competitive factors and the Corporation’s customers, changes in raw material ~~costs~~ and energy costs and availability, unanticipated changes in sourcing of raw materials (including paper) by customers, unanticipated changes in operating expenses, unanticipated production difficulties, unanticipated issues associated with the Corporation’s non-U.S. operations, changes in the pattern of outsourcing supply-chain management ~~functions~~services by customers, unanticipated costs or delays associated with ongoing productivity-enhancing projects, unanticipated acquisition or loss of significant customer contracts or relationships, unanticipated issues associated with the strategic objective of growing the supply-chain management business, unanticipated difficulties and costs associated with the design and implementation of new administrative systems, the impact of any acquisition or divestiture effected by the Corporation, unanticipated changes in the Corporation’s ~~effective~~ effective income tax rate, unanticipated swings in foreign currency exchange rates, ~~and~~ any unanticipated weakening of the economy, unanticipated changes in the pattern of sourcing printed material in low cost countries by customers and other risks described under the Item 1A “Risk Factors” of the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2005. These factors should be considered in evaluating ~~the~~ the forward-looking statements, and undue reliance should not be placed on such statements. The forward-looking statements included herein are made as of the date hereof, and the Corporation undertakes no obligation to update publicly such statements to reflect subsequent events or circumstances.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

~~The~~There ~~Corporation~~have isbeen ~~exposed~~no tomaterial ~~market risk from~~ changes in ~~interest~~the ~~rates~~Corporation’s ~~and~~exposure ~~foreign~~to ~~exchange~~market ~~rates.~~risk Assince ofDecember ~~July 2~~31, 2005,. ~~the Corporation~~See ~~had~~Item no7A ~~notes payable outstanding against lines of credit with banks. Since~~in ~~essentially all~~ the ~~Corporation~~Company’s ~~long-term~~Annual ~~debt~~Report ison atForm ~~fixed~~10-K ~~interest~~for ~~rates,~~the ~~exposure to~~year ~~interest~~ended ~~rate~~December ~~fluctuations~~31, ~~is minimal~~2005.

Exposure to adverse changes in foreign exchange rates is not considered material. Potential market risk associated with changes in foreign exchange is considered in contractual arrangements with customers.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures. The Corporation’s management, with the participation of the Corporation’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Corporation’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report. Based on such evaluation, the Corporation’s Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, the Corporation’s disclosure controls and procedures are effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Corporation in the reports that it files or submits under the Exchange Act.

~~Changes~~19 in Internal Controls. There have not been any changes in the Corporation’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal period to which this report relates that have materially affected, or are reasonably likely to materially affect, the Corporation’s internal control over financial reporting.

Changes in Internal Controls. There were no changes in the Corporation’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal period to which this report relates that have materially affected, or are reasonably likely to materially affect, the Corporation’s internal control over financial reporting.

PART II: OTHER INFORMATION

Item 11A. ~~Legal~~Risk ~~Proceedings~~Factors

InThere ~~the~~have ~~ordinary~~been ~~course~~no ofmaterial ~~its~~changes ~~business, the Corporation is involved~~ in ~~litigation matters. Based on~~ the Corporation’s ~~assessment~~risk offactors ~~these~~from ~~matters~~those ~~and~~disclosed ~~on the existing reserves provided for them, the Corporation does not believe that any of these matters, either individually or~~ in ~~the~~our ~~aggregate,~~2005 ~~will~~Annual ~~have~~Report ~~a material adverse effect~~ on ~~its results of operations, cash flows, or financial condition~~Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The following table provides information about repurchases of common stock effected by the Corporation during the quarter ended ~~July~~April 21, ~~2005~~2006:

Period	~~Total Number of Shares Purchased~~	~~Average Price Paid per Share~~	Total ~~Number~~Numberof of Shares Purchased ~~as Part of Publicly Announced Program~~	~~Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program~~	AveragePricePaid perShare		Total Number ofSharesPurchased asPart of PubliclyAnnouncedProgram		ApproximateDollar Value ofShares that MayYet BePurchasedUnder theProgram
April 3, 2005 - May 7, 2005	32,800	$42.35	32,800	$132,947,000
January 1, 2006 - February 4, 2006				--	$	--		--	$	84,429,000
May 8, 2005 - June 4, 2005	259,900	42.42	259,900	$121,922,000
February 5, 2006 - March 4, 2006				136,600		49.08		136,600	$	77,725,000
June 5, 2005 - July 2, 2005	431,900	45.75	431,900	$102,163,000
March 5, 2006 - April 1, 2006				132,000		48.81		132,000	$	71,282,000
Total	~~724,600~~	~~$44.40~~	~~724,600~~	268,600	$	48.95		268,600

During the quarter ended ~~July~~April 21, ~~2005~~ 2006, the Corporation purchased ~~724~~268,600 shares of outstanding common stock under its repurchase program at an aggregate cost of $3213,~~173~~147,000. The share repurchase program was approved in February 2005 and authorizes the repurchase of shares with an aggregate value of up to $150 million. The share repurchase program does not have an expiration date.

In addition, during the fiscal ~~months~~ month of ~~April~~January ~~and June 2005~~2006, 31,~~491~~298 shares at a cost of $~~143~~64,~~121,~~744 ~~and 998 shares at a cost of $45,419, respectively,~~ were tendered by orand reacquired from current oremployees ~~former~~to ~~employees~~satisfy tax-withholding requirements in connection with the vesting ~~or forfeiture~~ of ~~restricted~~non-vested stock.

20Item 5. Other Information

~~Item~~As 4.part ~~Submission~~of it’s annual compensation review and based on certain criteria, the Compensation Committee of ~~Matters~~the toBoard of Directors of Banta Corporation approved a ~~Vote~~discretionary bonus to Ms. Stephanie A. Streeter, Chairman of ~~Security~~the ~~Holders~~Board, President and Chief Executive Officer in January 2006 in the amount of $280,000. This amount was recognized in 2005 and included in the results of operations for the year ended December 31, 2005.

At the annual meeting of shareholders held on April 26, 2005, shareholders elected each of the eight director nominees, ratified the selection of the Corporation’s independent registered public accounting firm and approved the Banta Corporation 2005 Equity Incentive Plan.

1. All of the persons nominated as directors were elected for terms expiring at the 2006 annual meeting. The following table sets forth certain information with respect to such election:

Name	Shares Voted For	Shares Withholding Authority
Jameson A. Baxter	21,626,750	1,375,783
John F. Bergstrom	21,939,563	1,062,970
Henry T. DeNero	21,660,267	1,342,266
David T. Gibbons	22,594,242	408,291
Paul C. Reyelts	22,636,134	366,399
Raymond C. Richelsen	22,068,550	933,983
Stephanie A. Streeter	22,300,448	702,085
Michael J. Winkler	12,582,789	10,419,744

		Number of Shares
		Voted For	Voted Against	Abstained	Broker Non-votes
2.	To ratify selection of independent registered
	public accounting firm	22,649,251	339,763	13,519
3.	To approve the Banta Corporation 2005 Equity
	Incentive Plan	15,276,542	4,986,657	85,138	2,654,196

Item 6. Exhibits

(a) Exhibits –

103.1 ~~2005~~By-laws ~~Equity~~of ~~Incentive~~Banta ~~Plan~~Corporation, as amended through March 22, 2006.

10.21 ~~Form~~Agreement ofwith ~~Nonstatutory~~David ~~Stock~~F. ~~Option Agreement~~Engelkemeyer.

10.32 ~~Form~~Termination ofand ~~Stock~~Non-Competition ~~Option~~ Agreement ~~for~~with ~~Non-Employee~~Edward ~~Directors~~P. Allen.

10.43 Form of ~~Restricted~~Agreement ~~Stock~~with ~~Award~~David ~~Agreement~~F. Engelkemeyer and Edward P. Allen (incorporated by reference to Exhibit No. 10(e) to Form 10-K for the year ended January 1, 2000 [Commission File No. 001-14637]).

31.1

Certification by the Chief Executive Officer pursuant to Rule 13a-14(a).

31.2

Certification by the Chief Financial Officer pursuant to Rule 13a-14(a).

32 Written Statement of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

2120

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

BANTA CORPORATION/s/ Geoffrey J. HibnerGeoffrey J. HibnerChief Financial Officer (Principal Financial Officer)Date: May 4, 2006

~~/s/~~21 ~~Geoffrey J. Hibner Geoffrey J. HibnerChief Financial Officer(Principal Financial Officer)~~

Date:BANTA AugustCORPORATIONEXHIBIT 9INDEX TO FORM 10-QFor The Quarter Ended April 1, 20052006

22Exhibit Number

~~BANTA~~3.1 ~~CORPORATIONEXHIBIT~~By-laws ~~INDEX~~of TOBanta ~~FORM~~Corporation, ~~10-Q~~as ~~For~~amended ~~The~~through ~~Quarter~~March ~~Ended~~22, ~~July~~2006 (Incorporated by reference to Exhibit 3.2 of Banta Corporation’s Form 8-K dated March 22, ~~2005~~2006 (File No. 1-14637)).

~~Exhibit~~10.1 ~~Number~~Agreement with David F. Engelkemeyer.

10.12 ~~Banta~~Termination ~~Corporation~~and ~~2005~~Non-Competition ~~Equity~~Agreement ~~Incentive~~with ~~Plan~~Edward P. Allen

10.23 Form of ~~Nonstatutory~~Agreement ~~Stock~~with ~~Option~~David ~~Agreement~~F. Engelkemeyer and Edward P. Allen (incorporated by reference to Exhibit No. 10(e) to Form 10-K for the year ended January 1, 2000 [Commission File No. 001-14637]).

1031.31 ~~Form~~Certification ofby ~~Stock~~the ~~Option~~Chief ~~Agreement~~Executive ~~for~~Officer ~~Non-Employee~~pursuant ~~Directors~~to Rule 13a-14(a).

1031.42 ~~Form~~Certification ofby ~~Restricted~~the ~~Stock~~Chief ~~Award~~Financial ~~Agreement~~Officer pursuant to Rule 13a-14(a).

~~31.1~~32 ~~Certification~~Written byStatement of the Chief Executive Officer and Chief Financial Officer pursuant to ~~Rule~~18 ~~13a~~U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-~~14(a)~~Oxley Act of 2002.

~~31.2 Certification by the Chief Financial Officer pursuant to Rule 13a-14(a).~~22

Filing Compare · BANTA CORP