EXHIBIT 99.3     
                    
                 INSTRUCTIONS TO REGISTERED HOLDER AND/OR     
         
      BOOK-ENTRY TRANSFER FACILITY PARTICIPANT FROM BENEFICIAL OWNER     
                                       
                                    OF     
                            
                         PEN-TAB INDUSTRIES, INC.     
                   
                10 7/8% SENIOR SUBORDINATED NOTES DUE 2007     
   
  To Registered Holder and/or Participant of the Book-Entry Transfer Facility:
       
  The undersigned hereby acknowledges receipt of the Prospectus, dated
             , 1997 (the "Prospectus") of Pen-Tab Industries, Inc., a Delaware
corporation (the "Company"), and the accompanying Letter of Transmittal (the
"Letter of Transmittal"), that together constitute the Company's offer (the
"Exchange Offer"). Capitalized terms used but not defined herein have the
meanings ascribed to them in the Prospectus.     
   
  This will instruct you, the registered holder and/or book-entry transfer
facility participant, as to action to be taken by you relating to the Exchange
Offer with respect to the 10O% Senior Subordinated Notes due 2007 (the
"Notes") held by you for the account of the undersigned.     
   
  The aggregate face amount of the Notes held by you for the account of the
undersigned is (FILL IN AMOUNT):     
   
  $        of the 10O% Senior Subordinated Notes due 2007     
   
  With respect to the Exchange Offer, the undersigned hereby instructs you
(CHECK APPROPRIATE BOX):     
     
  [_]TO TENDER the following Notes held by you for the account of the
     undersigned (INSERT PRINCIPAL AMOUNT OF NOTES TO BE TENDERED, IF ANY): $
            
  [_]NOT TO TENDER any Notes held by you for the account of the undersigned.
            
  If the undersigned instruct you to tender the Notes held by you for the
account of the undersigned, it is understood that you are authorized (a) to
make, on behalf of the undersigned (and the undersigned, by its signature
below, hereby makes to you), the representation and warranties contained in
the Letter of Transmittal that are to be made with respect to the undersigned
as a beneficial owner, including but not limited to the representations that
(i) the undersigned's principal residence is in the state of (FILL IN STATE)
        , (ii) the undersigned is acquiring the Exchange Notes in the ordinary
course of business of the undersigned, (iii) the undersigned is not
participating, does not participate, and has no arrangement or understanding
with any person to participate in the distribution of the Exchange Notes, (iv)
the undersigned acknowledges that any person participating in the Exchange
Offer for the purpose of distributing the Exchange Notes must comply with the
registration and prospectus delivery requirements of the Securities Act of
1933, as amended (the "Act"), in connection with a secondary resale
transaction of the Exchange Notes acquired by such person and cannot rely on
the position of the Staff of the Securities and Exchange Commission set forth
in no-action letters that are discussed in the section of the Prospectus
entitled "The Exchange Offer--Resales of the Exchange Notes," and (v) the
undersigned is not an "affiliate," as defined in Rule 405 under the Act, of
the Company; (b) to agree, on behalf of the undersigned, as set forth in the
Letter of Transmittal; and (c) to take such other action as necessary under
the Prospectus or the Letter of Transmittal to effect the valid tender of such
Notes.     
                                   
                                SIGN HERE     
    
 Name of Beneficial Owner(s): __________________________________________     
    
 Signature(s): _________________________________________________________     
    
 Names (please print): _________________________________________________     
    
 Address: ______________________________________________________________     
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 Telephone Number: _____________________________________________________     
    
 Taxpayer Identification or Social Security Number: ____________________     
    
 Date: _________________________________________________________________