Exhibit 99.1



                           MAIL-WELL CORPORATION
                        FIRST QUARTER 2003 EARNINGS
                          LEADER, MICHEL SALBAING
                                ID# 9834487
                                  05/05/03





                     DATE OF TRANSCRIPTION: MAY 6, 2003







MAIL-WELL CORPORATION
ID# 9834487                                                            PAGE 2

Operator:                  Good afternoon. My name is Cory [PHONETIC], and I
                           will be your conference facilitator. At this time
                           I would like to welcome everyone to the Mail-Well
                           first quarter 2003 earnings conference call. All
                           lines have been placed on mute to prevent any
                           background noise. After the speaker's remarks
                           there will be a question and answer period. If
                           you would like to ask a question during this
                           time, simply press star, then the number one on
                           your telephone keypad. If you would like to
                           withdraw your question, press star, and then the
                           number two.

                           Ladies and gentlemen, it is my pleasure to turn
                           the conference over to Mr. Paul Reilly, Chairman,
                           President, and CEO of Mail-Well Corporation. Mr.
                           Reilly?

                           Ladies and gentlemen, we apologize for the delay.
                           At this time I would like to present again for
                           you, Mr. Paul Reilly, Chairman, President, and
                           CEO of Mail-Well Corporation. Mr. Reilly?

Paul Reilly:               Thank you, Cory. They say the second time is a
                           charm, so we'll see if we can keep the phone on
                           this time. But, welcome, ladies and gentlemen,
                           and thank you for joining us today. This
                           conference will follow our normal format. I will
                           discuss the key drivers and trends of our
                           business after Michel Salbaing, our CFO, has
                           given you the highlights of this quarter's
                           results. We will then open up the conference for
                           Q&A.

                           Our remarks will cover the following: first, the
                           summary financial results attached to the press
                           release including the results of operations of
                           the three segments, print, envelope, and printed
                           office products, as well as the outlook for the
                           full year; two, the state of our markets and how
                           we are doing on gaining market share in all three
                           segments; and lastly, the cautious optimism we
                           have concerning the growth opportunities of our
                           company.

                           Before I start I'd like to pass the call to
                           Michel for the required Safe Harbor comments and
                           his review of the financial reports attached to
                           the press release. Michel?

Michel Salbaing:           Thank you, Paul, and again good morning, ladies
                           and gentlemen. During the course of this
                           conference today we will be making certain
                           forward-looking statements that are subject to
                           various







MAIL-WELL CORPORATION
ID# 9834487                                                            PAGE 3

                           uncertainties and risks that could affect our
                           outcome. These uncertainties and risks are set
                           out in more detail in the invitation you received
                           for this call as well as in our filings with the
                           SEC. We invite you to refer to them in
                           conjunction with this call. All forward-looking
                           statements that we make today are intended to
                           come within the SEC's Safe Harbor with respect to
                           such statements.

                           As you can see on the financial highlights
                           attached to the press release as well as in the
                           supplementary information to the press release,
                           Mail-Well's sales in the first quarter of 2003
                           were $427.3 million and EBITDA was 30.7 million.
                           As required by newly applicable Regulation G, I
                           refer you to page two of the press release and
                           page eight of the supplementary information for
                           the reconciliation of EBITDA to net income and
                           the explanation of why we use this non GAAP
                           financial measure.

                           These results are at the top end of the guidance
                           given during the last conference call in
                           February. At that time we had told you to expect
                           that Q1 2003 EBITDA would be better than that in
                           Q1 2002 by as much as 5%. The results announced
                           today represent a 5.5% increase on only slightly
                           better sales performance. This increase is
                           calculated, being as shown on page seven of the
                           supplementary information attached to the press
                           release, by comparing this year's first quarter
                           unadjusted EBITDA to last year's EBITDA adjusted
                           for the sale of the filing products division and
                           of the digital graphics assets and for $14.5
                           million of restructuring charge incurred in the
                           first quarter of 2002.

                           Although this is comparing unadjusted to adjusted
                           numbers, we believe this more accurately reflects
                           the improvement in the operations of Mail-Well
                           than saying that EBITDA has improved 86.3% over
                           the same period last year. This last comparison,
                           however, reflects how having completed both our
                           disposition program and our restructuring program
                           improves our operating results.

                           Net income for the quarter was $3.1 million or
                           $.06 per share on a fully diluted basis compared
                           to a loss of $133.4 million last year or $2.80
                           per share. Last year's results included a number
                           of negative items, a $7.7 million loss from the
                           write-off of deferred financing fees. You'll note
                           that this has been reclassified from an






MAIL-WELL CORPORATION
ID# 9834487                                                            PAGE 4

                           extraordinary item last year to an operating
                           income charge this year after FAS 145, which the
                           company adopted in Q1 of this year. A
                           restructuring charge of $14.5 million also
                           impacted last year's results in the same way a
                           loss of $8 million of disposal or on disposal of
                           discontinued operations compared to a $2.5
                           million gain this year and finally the $111.7
                           million goodwill impairment charge shown as a
                           change in accounting principle on adoption of FAS
                           142 last year.

                           As we told you during the last conference call,
                           our restructuring activities related to our 2001
                           plans are complete, the 2002 restructuring plans
                           are essentially complete, and expenses of
                           $685,000 were charged in Q1 of 2003. Minimal
                           charges are expected in Q2 of this year.

                           During the quarter we sold some smaller assets
                           left from our digital graphics operation in St.
                           Louis, Dallas, and New Hampshire. We applied $3.9
                           million of net proceeds to the bank debt. The now
                           completed disposition program enabled us to apply
                           approximately $139 million to debt reduction in
                           2002 and in the Q1 of 2003, therefore, over the
                           last five quarters.

                           During the quarter net cash used in operating
                           activities was $13.4 million compared to $7.7
                           million provided by operations in the same period
                           last year. This was primarily from an increase in
                           working capital. We expect this to reverse in the
                           coming quarters and still expect the operations
                           to provide approximately $75 million of cash for
                           the full year. In the quarter we spent $6.4
                           million in cap ex out of an expected $35 million
                           to $40 million for the full year.

                           We are in full compliance with all bank
                           covenants. The fixed charge coverage ratio for
                           the first quarter of 2003 was set at .90. Our
                           actual performance was 1.16, and there is over
                           $116 million of room on the net worth test.

                           For the second quarter of 2003, the fixed charge
                           ratio is set at .95 and 1.15 thereafter. Total
                           debt at March 31st was $777 million commensurate
                           with the increase in working capital in the
                           quarter. And at quarter end $116 million was
                           drawn on the bank line, and we had $102 million
                           of further availability. Our capital structure
                           with its absence of maturities until 2005
                           continue to afford us







MAIL-WELL CORPORATION
ID# 9834487                                                            PAGE 5

                           significant flexibility to run our business and
                           invest in its development and growth.

                           The debt markets seem to hold a positive view of
                           this as the 8 3/4% subnotes have been trading in
                           the 88 to 90 range and the 9 5/8% senior sub have
                           been trading around par. You may remember that
                           these same securities traded in the mid thirties
                           and mid sixties respectively earlier last fall.

                           Now an update by segments. In the first quarter
                           the print segment continues to improve its
                           performance in a very significant way. Starting
                           with the top line, print increased its sales to
                           $198 million from $191 million or a 3.8% increase
                           versus the first quarter of last year. Last
                           year's numbers had included $4 million of sales
                           from our New York City operations that we closed
                           in the fourth quarter of the year and Q1 this
                           year was helped by $9 million of extra sales to
                           American Express through our fulfillment center
                           in Minneapolis.

                           This is a better performance than any of our
                           publicly traded comparables that have reported to
                           date. Almost all have announced same store sales
                           dropped year over year. Through market share
                           gains and expanded relationships with our
                           customers, we continue the top line improvement
                           that we have seen since the end of Q2 of last
                           year. We have significantly improved our
                           operating margin, that is EBITDA to sales,
                           compared to the first quarter of last year.
                           Although we have more than doubled these margins,
                           we are still not satisfied with the margins
                           attained. These low EBITDA to sales margins when
                           compared to our historical levels are a
                           reflection of the state of the markets today
                           characterized by over capacity, which of course
                           drives prices down. We can significantly improve
                           on the 4.3% achieved in the first quarter of
                           2003, but we will need some help from the markets
                           to get where we want to be.

                           Again, the print segment is now totally focused
                           on increasing profitable sales. Having caught up
                           on the cost curve to our current sales levels, we
                           are applying the operational leverage that our
                           cost structure has brought to improving
                           profitability as we get extra volumes and also
                           proactively dealing with negative trends in the
                           market while still increasing profitability.






MAIL-WELL CORPORATION
ID# 9834487                                                            PAGE 6

                           Our envelope segment continues to be the
                           strongest in the industry. The EBITDA margins
                           were 12.8% this quarter, again showing a year
                           over year improvement compared to the 12.6%
                           achieved in Q1 of 2002 when taking out the
                           restructuring charges of last year.

                           Sales at $179 million were only 1.9% lower than
                           in the same quarter last year when considering
                           that we disposed of the filing assets that were
                           part of the envelope segment in the first quarter
                           of last year. Given the impact that the
                           expectation of war and then the actual war has
                           had on direct mail, we consider that these are
                           very good results. This is further illustrated by
                           comparison to statistics, that EMA, the Envelope
                           Manufacturers Association, prepared. They have
                           seen an 8% drop in shipped volumes just in
                           February and a 10.6% reduction in new orders as
                           mailers went into quote, unquote wait mode.
                           During that time our shipments were flat, a
                           reflection of better market positioning with our
                           customers when compared to our competition.

                           In modeling 2003 we had set expectations such
                           that envelope segment sales would be very similar
                           to those achieved in 2002. We also assumed in the
                           model that we could pass paper price increases on
                           together with other increased costs and supplies
                           whose costs have gone up because of increases in
                           petroleum costs. This is turning out not to be
                           the case because of intense price competition in
                           our market. To the extent we cannot rectify the
                           situation, this will have a continuing negative
                           impact on envelopes.

                           To maintain our EBITDA expectations for the
                           segment, we are continuing close control of all
                           operating costs. Productivity was much improved
                           in Q1 compared to the prior year. Labor as a
                           percentage of sales was reduced 100 basis points.
                           This was one of the expected outcomes of the
                           restructuring of our envelope segments, and it is
                           paying off well for us.

                           In the first quarter of this year, the results of
                           our printed office product segments once again
                           came in as expected. Although margins decreased
                           in the quarter year over year, this was expected.
                           We had to contend with much higher benefits costs
                           and $1.5 million of lower sales. This anticipated
                           sales decline was due primarily to lower sales of
                           business forms, especially continuous forms and
                           mailers. Sales of the label products were
                           comparable to the first quarter of 2002.






MAIL-WELL CORPORATION
ID# 9834487                                                            PAGE 7

                           I will now turn the call back to Paul Reilly.

Paul Reilly:               Thank you, Michel. The quickest and best way to
                           summarize the first quarter is that we are
                           delivering on what we said we would: that's
                           market share gains, efficiency gains, and profits
                           as per guidance. To get more insight into what is
                           coming up next quarter and longer term, let me go
                           through some more details.

                           First, print. Print improvement is continuing. In
                           Q1, as expected, we achieved a better than 160%
                           increase in EBITDA year over year. We also expect
                           Q2 will show significant improvement over the
                           previous year. We expect Q2 EBITDA to go from
                           break even to a level similar to that achieved in
                           Q1. Operating income will go from a loss to
                           income while sales are expected to increase some
                           5% year over year. Of note, we expect this will
                           be achieved in a quarter traditionally very soft
                           for us.

                           Driving these improvements is our developing
                           relationship with the American Express Company
                           but also a growing number of customer wins. We
                           are increasing the number of customers where we
                           negotiate contractual relationships. We expect
                           that over time this will reduce our present
                           almost total dependence on transactional work.

                           We have always said that the commercial print
                           market is a huge market. This is why we have
                           strategically chosen to be in those markets. Our
                           35 plants and the services and capabilities they
                           bring to our customers allow us to address
                           essentially any part of the general commercial
                           print market. This is why we expect to grow our
                           sales even in a down market.

                           Also, working as one company as opposed to 35
                           independent operating units, there is no print
                           customer for which we cannot fulfill all of its
                           commercial printing needs either locally or
                           through the use of our national web capacity
                           strategically located throughout the U.S.

                           Now our envelopes segment. In our envelopes
                           segment we have seen good performance in the
                           first quarter. I say good performance because one
                           has to realize that direct mail orders
                           effectively stopped in February in anticipation
                           of the war. To repeat some of






MAIL-WELL CORPORATION
ID# 9834487                                                            PAGE 8

                           the Envelope Manufacturers Association statistics
                           (EMA), shipments have declined 8% in February and
                           new orders some 10% in anticipation of the war.
                           As noted by EMA, this also had occurred prior to
                           the previous Gulf war, and mailing volumes
                           returned after the war's end. Envelope prices
                           also increased sharply during that period.

                           Some very good news has come from the United
                           States postal service over the past few weeks.
                           Congress has passed legislation, which the
                           President signed into law, on funding pension
                           costs for the United States postal service. The
                           legislation ensures that there will be no postal
                           increases into at least 2006. This means
                           stability on a significant cost component of
                           direct mail.

                           The other piece of good news is that the efforts
                           by the United States Postal Service to further
                           reduce the cost of first class mailers used in
                           direct mail by discounting postal costs to these
                           large mailers. This is evidenced by discussions
                           between the U.S. Postal Service that have been
                           held with Capital One. As the EMA stated in a
                           recent newsletter, and I quote, the factors are
                           now in place for a much improved late 2003 as
                           rate stability and price levels return to normal,
                           close quote.

                           In printed office products, we again had a very
                           predictable quarter, although their markets are
                           as tough as ever. The small and medium size
                           businesses served by the value added distributors
                           which are printed office products customers are
                           also very cost conscious and are cutting their
                           expenses whenever they can.

                           The erosion in traditional document sales is
                           continuing while the sales of specialty documents
                           and labels are holding firm. Profitability is
                           relatively stable as a result of the
                           rationalization efforts of last year and good
                           ongoing cost controls.

                           Total company sales which are facilitated by
                           printed office products and channels is the
                           strategic glue that we have between our three
                           segments. We expect that through a series of
                           marketing and sales initiatives, we will be
                           looking at some 10 million of extra sales which
                           would be equivalent to a 5% organic growth rate
                           for printed office products. We have achieved
                           approximately one-third of that growth at this
                           time based on the commitments from customers
                           currently in house. Our successes in total
                           company







MAIL-WELL CORPORATION
ID# 9834487                                                            PAGE 9

                           selling have been instrumental in what we believe
                           is our third quarter in a row in capturing market
                           share throughout our company.

                           Mobilization. Upon completion of our
                           restructuring process, we now progress to
                           mobilization. During our call in February we
                           discussed this initiative to involve our 10,000
                           employees in the success of our company. Three
                           hundred managers and sales executives have
                           collectively designed a focus document which
                           identifies seven key success factors we will
                           concentrate on as a company. We are linking all
                           of our employees to measurements attached to
                           those key success factors.

                           We have also completed a company-wide employee
                           survey, and we are now working the steps to
                           address our employee concerns that they say
                           inhibit customer service and efficiencies. We are
                           now about to launch a customer survey to make
                           sure that we are addressing the right things that
                           will satisfy and retain our customers.

                           Mobilization provides direction, key action
                           areas, and measurements of success for all
                           employees. This process will drive a
                           transformation of Mail-Well that will
                           institutionalize a continuing improvement culture
                           of customer satisfaction, employee engagement,
                           financial and management performance.

                           Now I'll talk about guidance. For quarter 2 I
                           referred to the improvement we expect from print;
                           the dampening efforts of the Iraq war on direct
                           mail and, therefore, envelope volumes; and I have
                           spoken of the stability and predictability of
                           printed office products. This adds up to a second
                           quarter that we expect will be significantly
                           better than Q2 of last year. I won't give you a
                           specific range, but I can tell you that we remain
                           comfortable with the forecasted 2003 EBITDA in
                           the $130 million to $140 million range. Another
                           caveat I will state is that to achieve the higher
                           end of our 2003 guidance, we will need something
                           of a direct mail recovery reported by the EMA
                           after the first Gulf War.

                           So in summary, A, print continues to improve, and
                           we are confident that in Q2 and full year
                           performance will exhibit growth in the top line
                           and, very importantly, a much better bottom line.






MAIL-WELL CORPORATION
ID# 9834487                                                           PAGE 10

                           B, through it all, there are some very
                           encouraging signs for the envelope segment. Our
                           share of transactional mail is increasing, postal
                           rates are going to be stable into 2006, and the
                           United States Postal Service is taking steps to
                           reduce the costs of mailing for large mailers.
                           With the war at a quick end, it is reasonable to
                           expect a firm up of direct mail volumes.

                           C, our concentration on new business initiatives,
                           where our size and scope of products and services
                           gives us a competitive advantage, is starting to
                           show traction. These efforts are being supported
                           by mobilization where all 10,000 employees of
                           Mail-Well are uniting to satisfy our customers,
                           drive efficiencies, and deliver profits.

                           This concludes my remarks. I will now pass the
                           phone call back to Cory who will instruct you how
                           to ask questions. Cory?

Operator:                  Thank you, sir. At this time I would like to
                           remind everyone, in order to ask a question,
                           please press star, then the number one on your
                           telephone keypad. Again, if you would like to ask
                           a question or make a comment, press star, one.
                           We'll pause for just a moment to compile the Q&A
                           roster. And we'll take our first question from
                           Bill Hoffman of UBS Warburg.

Bill Hoffman:              Yeah.  Good afternoon.

Paul Reilly:               Hi, Bill.

Bill Hoffman:              Question on the auto business in the commercial
                           print side and just what kind of visibility you
                           have looking into the I guess more of the third
                           quarter than the second and then also just more
                           specifically the direct mail segment. You talked
                           about an expected or hoped for recovery in
                           advertising. What are you actually hearing from
                           advertising firms at this point in time?

Paul Reilly:               Okay. Let me take the first question. Automobile
                           industry, it's still pretty early. We do know a
                           few things. We're looking at a season that may be
                           a little bit earlier this year. Some of the
                           orders are coming in earlier. We don't
                           necessarily see it as extra orders but, in fact,
                           earlier.

                           We also have some new products in this area which
                           we think point






MAIL-WELL CORPORATION
ID# 9834487                                                           PAGE 11

                           towards another successful car season. For one of
                           our companies, Armstrong White in Detroit, we
                           have a technology that allows us to take cad cam
                           drawings from the manufacturers, and we convert
                           them directly into printable material without the
                           use of photography. One of our customers alone
                           will be saving $300,000 just in the cost of
                           moving their automobiles around the country for
                           their photography shoots. So we're a bit bullish
                           on a good solid season for the car brochure.

                           On the direct mail, it's obviously too early to
                           tell, the war having just ended. But I think as I
                           said in the closing remarks, there is reason, I
                           mean reasonable belief that the markets will now
                           pick up. They did after the last Gulf war. There
                           is a mantra within the direct mail industry that
                           they do not mail into a crisis, and the industry
                           very much took that mantra to heart this year. So
                           we're optimistic about both of them coming in
                           very strong.

Bill Hoffman:              My next question is on the cost side. With the
                           recovery in markets, we're seeing health costs go
                           up, which typically feeds into white papers. And
                           I just want to get a sense from you all what your
                           expectations are there on the cost side.

Paul Reilly:               I didn't --

Michel Salbaing:           Health costs, health and white paper.

Paul Reilly:               -- you know, interesting that in the uncoated
                           free sheet market we did get an increase last
                           October. The numbers that we currently see, about
                           50% of those costs were able to be passed on.
                           That is a little bit less than usual because of
                           the competitive nature and the excess capacity
                           that's in the market.

                           Our view of that increase as well as further ones
                           is that -- we were very surprised at the last
                           one. We'll see how long it holds in terms of it
                           being passed on to us. But operational rates in
                           the paper markets are at very, very low levels,
                           well below the 93% capacity utilization where we
                           start to see price increases. So our forecast for
                           prices generally are for stable to down prices.

Bill Hoffman:              Okay.  And then just last question --

Paul Reilly:               But I think the decrease in cost of petroleum is
                           going to help that as well.






MAIL-WELL CORPORATION
ID# 9834487                                                           PAGE 12

Bill Hoffman:              -- right. Just last question, as you start to
                           generate some free cash this year, I know you've
                           said in the past that historically, you know, the
                           focus, at least from out of the block, is for
                           debt reduction and paying down the revolver. You
                           know, at what point in time do you start to think
                           about, you know, talking acquisition of some
                           components into the business going forward for
                           growth?

Paul Reilly:               We at this moment do not see us actively pursuing
                           strategic acquisitions. I would say if one came
                           up that fit the criteria that we have publicly
                           stated, and I'll state them again, we would be
                           open. But our view is probably another six months
                           to a year before we would actively pursue those.

                           The criteria, the strategic criteria that we
                           would see, would be looking for, would be on the
                           envelope side, acquisitions that would further
                           improve our low cost position. On the print side
                           it would target the markets where we'd like to
                           increase our local market share. And broadly we
                           would be seeking acquisitions that would expand
                           our product and service offering and add to what
                           we believe is a nice traction in total company
                           selling, but offering more services to our total
                           company selling. The partnership we have with
                           American Express is a great, great example of how
                           that can work to improve market share.

Bill Hoffman:              Great.  Thank you.

Paul Reilly:               Thank you.

Operator:                  Your next question is from Andy Vanhouten at
                           Deutsche Bank.

Andy Vanhouten:            Great. Thank you. I wanted to focus for a moment
                           on the issue of working capital. It was a good
                           quarter in that, you know, EBITDA exceeded your
                           cash interest and capital expenditures for the
                           quarter. But there wasn't, you know, any free
                           cash flow produced because of the swing in
                           working capital. Is this something that was
                           surprising? Obviously you have seasonal builds in
                           working capital. Is the swing in working capital
                           what you thought, and how should we view that,
                           you know, for the upcoming quarter?

Paul Reilly:               It was not a surprise from the point of view that
                           to those, for






MAIL-WELL CORPORATIOn
ID# 9834487                                                           PAGE 13

                           example, insiders like our banks, that was very
                           much in the card. Where we did a little bit less
                           than we thought we would do is keeping our
                           payables in sync with our increase in the
                           receivables and inventory. The increase in
                           receivables and inventory is seasonably normal.
                           You would expect that. The end of the first
                           quarter is a lot of activity, and April is not a
                           bad month. Where we did not do as good a job as
                           in the past is on controlling, you know, the
                           equilibrium of payables. We fully expect that's
                           going to reverse out, and we still expect that
                           the cash provided by operations will be in the
                           $75 million level over the year. And you should
                           have fairly good production in the third and
                           fourth quarters. That is normal.

Andy Vanhouten:            Great. Thank you very much.

Paul Reilly:               Okay. You're welcome, Andy.

Operator:                  Your next question is from Todd Morgan of CIBC
                           World Markets.

Todd Morgan:               Thank you. Good afternoon.

Paul Reilly:               Hi, Todd.

Todd Morgan:               Hi. One just clarification if I could. You talked
                           about the sort of cross selling activities and I
                           guess 10 million of extra sales booked to date.
                           That sounds like some pretty good progress. I was
                           just trying to understand if those are revenues
                           that you, you know, printed and booked, or is
                           that just contracts for revenues that will occur
                           throughout some time in the future.

Paul Reilly:               Let me clarify. Maybe I wasn't clear. The 10
                           million is the objective for this year. And to
                           date, booked in house, we have approximately --
                           we're at a run rate of a third of that. That's
                           where we are today.

Todd Morgan:               And so that third, that three or four million is
                           revenues that you have billed, or those are the
                           revenues that you --

Paul Reilly:               It's a combination of billed and booked at this
                           point.

Todd Morgan:               -- okay. Okay. And I guess, secondly, one of the
                           things that you had talked about, or at least
                           that I heard through your presentation,






MAIL-WELL CORPORATIOn
ID# 9834487                                                           PAGE 14

                           is just the over capacity in the industry and the
                           pricing questions that really creates. And you
                           talked a little bit about sort of demand picking
                           up a little bit in some of the segments, but is
                           that -- when and is that really enough to really
                           make any difference on the pricing front? And
                           could you perhaps even talk a little bit about
                           how the pricing cycle needs to evolve before you
                           can really get back to where you want to be?

Paul Reilly:               We believe the indicator or the trigger that we
                           need is a more robust growth market. Our business
                           tends to be, and most all of our businesses is
                           transactional, and it's the how do the people
                           that are making the price decisions feel. If the
                           business is coming in and their plants are busy,
                           the industry tends to be less price competitive.

                           Historically, we now have three years. It looks
                           like we're at the end, we're not 100% sure, of
                           decreasing markets. We've gone into a three year
                           period of decrease in size of markets and
                           decrease in prices. Never before has that ever
                           occurred.

                           With the turn, just some robustness we would see
                           the improvement in there. From our end, and this
                           is the way we deal with it, we're not counting on
                           the prices are going to go up. In our mind, how
                           efficient we are our ability of our employees to
                           run the machines more efficiently, stabilization
                           of the pricing in a market will mean a lot to
                           future profits.

Todd Morgan:               But if we were to come back a year from now, do
                           you think we'd be looking at higher prices or a
                           similar type environment?

Paul Reilly:               I'd like to think it was higher prices, but I
                           would -- I'd just say I'd like to think, but I'd
                           be very, very happy if we had stable prices.

Todd Morgan:               Is there anything that we in the investing
                           community could focus on to try and, you know,
                           ascertain any turn in the pricing environment,
                           anything that you look at in particular that
                           would be helpful for us as well?

Paul Reilly:               I'd go into our two markets. About 50% of our
                           business is driven by advertising markets. So as
                           we see the advertising indexes pick up, that
                           would be an indicator. In the direct mail market
                           it's difficult to see it, but postal volumes,
                           standard class mail, if you






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                           saw those going up, that would be indicated that
                           the direct mail markets are strengthening. But
                           they would both be forward indicators.

Todd Morgan:               Okay.  Well, good.  Thank you very much for your
                           help.

Paul Reilly:               You're quite welcome.

Operator:                  The next question is from Craig Hoagland of
                           Anderson Hoagland & Company.

Craig Hoagland:            Hi, guys.

Paul Reilly:               Hey, Craig.

Craig Hoagland:            Could you tell us a little bit about the
                           difference between the total company selling
                           program and the national accounts program of a
                           couple of years ago?

Paul Reilly:               The biggest difference between total company
                           selling and national accounts is a national
                           account was usually within a segment and
                           differentiation by multiple locations. So in our
                           print group we would go to markets saying, we can
                           provide all you would need throughout the country
                           to our 35 locations.

                           Total company selling is another step above that,
                           and it's adding to our geographical footprint
                           differentiation by selling multiple product
                           lines. So we would be going to customers and
                           selling printing, envelopes, forms, and
                           documents. And we are getting a -- we're actually
                           receiving today more traction in that area than
                           we did with national accounts.

                           We're very, very pleased at the interest we're
                           getting from customers. And it could be -- I
                           mean, one of the drivers we see is that companies
                           -- our customers are looking to reduce their
                           costs, reduce the number of vendors. And
                           Mail-Well is uniquely satisfied to provide
                           printing, envelopes, documents, and labels
                           because we're basically manufacturing all four of
                           those product lines and it's been going quite
                           well for us.

Craig Hoagland:            Okay. And does the forms business kind of the
                           linchpin of that? Is that the foot in the door --






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Paul Reilly:               No. Actually, the idea of printed office products
                           is that's a company that sells to resellers. And
                           our channel advantages go two ways. First of all,
                           they know how to sell the resellers. So in terms
                           of them providing documents and labels, they know
                           how to provide that to printing companies and
                           envelope companies. They do that very well.

                           On the other side, through their network of value
                           added distributors, 20,000 is the size of the
                           customer base, we are now bringing envelopes and
                           printing to those channels as well. So the
                           combination of total company selling is going in
                           both directions.

Craig Hoagland:            -- okay. Turning to the second quarter, if memory
                           serves, that's a fairly low visibility quarter in
                           that you don't have annual reports or car
                           brochures. I was just wondering if that's correct
                           and kind of what your level of confidence is or
                           what drives your confidence that that quarter
                           will be so much better than last?

Paul Reilly:               Craig, I'm going to repeat your question because
                           you're coming in very low on our machine. I want
                           to make sure that everybody heard your question.

Craig Hoagland:            Okay.

Paul Reilly:               Essentially you're saying that 2Q -- the question
                           is, Q2 is normally the one where you have less
                           visibility. How are you still confident that
                           you're going to do so well? You're absolutely
                           right that there is, within all of our
                           businesses, Q2 tends to be the weakest quarter.
                           Our confidence comes from the level of sales
                           activity that we now see, you know, which we're
                           only seeing a few weeks, but we get all of our
                           confidence from our cost structure. Our cost
                           structure is so much better, particularly on the
                           print side going into Q2, and that's why we're so
                           confident about a significant improvement in Q2.

Craig Hoagland:            Okay. And that's my last question is are the
                           structural changes in cost basically in place
                           today, or is there anything more to come?

Paul Reilly:               There's always more to come, but the improvements
                           we have are where we said we would be when we
                           announced our program 18 months ago, and we're
                           going to see those -- those benefits are going to
                           come through loud and clear in Q2.





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Craig Hoagland:            Okay. So we will see another step down in Q2
                           versus Q1.

Paul Reilly:               When you compare it -- no, actually, I'm talking
                           year to year you'll see the big difference.

Craig Hoagland:            Year to year. Okay.

Paul Reilly:               This is always more -- we're always driving more.
                           You can see that we even had some restructuring
                           costs. We did some more restructuring in the
                           print group in Q2, in Q1 I'm sorry, and we'll see
                           those benefits in Q2. So there will be some
                           improvements Q2 versus Q1.

Craig Hoagland:            Okay. Appreciate the work, gentlemen.

Paul Reilly:               Thank you, Craig.

Operator:                  The next question is from Jeff Kobylarz at
                           Salomon Smith Brothers Asset Management.

Jeff Kobylarz:             Question about the envelope business. Can you say
                           what the general industry price change was in the
                           first quarter, price per thousand?

Paul Reilly:               I have a number in my head but not in front of
                           me, it's approximately a 4% decrease.

Jeff Kobylarz:             Okay. And I may have missed this. Did you say
                           that there was some type of demand after the
                           first quarter slowdown in envelopes that you're
                           now seeing?

Paul Reilly:               No. We're going back to the first Gulf War in the
                           early nineties and looking at that trend. And up
                           to now it's been very consistent. We saw the
                           business slowdown in anticipation. During the war
                           it slowed down even more. And then within a month
                           or so afterwards we started to see it pick up.
                           And in that particular case we saw volume pickup
                           and pricing pickup.

Jeff Kobylarz:             Can you summarize just what happened in '91 after
                           that Gulf War ended in the next 12 months in the
                           envelope business?






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Paul Reilly:               We don't have those numbers in front of us, but
                           it was a fairly dramatic increase. A significant
                           improvement over the mail to direct mail being
                           done during the war and before the war.

Jeff Kobylarz:             Right. All right. And when you say the second
                           quarter will be up versus prior year, will the
                           envelope business be up also?

Paul Reilly:               Relatively flat.

Jeff Kobylarz:             Okay.  Flat versus last year or --

Paul Reilly:               Versus quarter to quarter. Traditionally you do
                           see on the low volumes fall a little bit, and we
                           expect that same pattern regardless this time as
                           well.

Jeff Kobylarz:             -- got you.  All right.  Thank you.

Paul Reilly:               You're quite welcome.

Operator:                  Your next question is from Salomon Akyol with
                           Stifel Nicholas.

Salomon Akyol:             Thank you. Couple of quick questions. First of
                           all, I think, as I recall from Q4, you said that
                           insurance and health care costs were on the rise
                           and the outlook was kind of cloudy. Have you
                           gotten better clarification on that?

Paul Reilly:               Well, we are -- in terms of where we think our
                           costs are going, they were -- in the medical
                           alone we think they're going up $10 million, of
                           which $7.5 to $8 million of that will be born by
                           the company. And our company drew about roughly a
                           25% split between employee contributions and
                           company contributions. In that particular area
                           you're looking at about $7.5 million. And we're
                           tracking towards that, maybe slightly favorable,
                           but nothing that would say that the $7.5 million
                           isn't the right accruals to be making.

Salomon Akyol:             Okay.

Paul Reilly:               It's roughly 2 million a quarter is what we're
                           eating every quarter on that alone.

Salomon Akyol:             Got you. And then the second question goes back
                           to print margins.






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                           Can you tell me again I guess what your goal is
                           in terms of where you want to go there and how
                           did it get generated? You know, you're less than
                           1% now, and we're going up, but how are we
                           getting there specifically?

Paul Reilly:               You're looking at operating income.

Salomon Akyol:             Yeah.

Paul Reilly:               So, you know, we're looking at an EBITDA of 9 to
                           10, so, you know, 6 to 8, in that range, would be
                           where an operating income. How do we get there?
                           There's no one thing that gets us there. We still
                           have some troubled plants which are turning
                           around, but there's room for dramatic
                           improvement, so there's still the top down
                           restructuring, making sure that the plants are
                           sized to the specific current sales level.

                           We have market share gains, particularly through
                           total company selling. We think that will add
                           dramatically over the next several years. And the
                           rest is going to come from our mobilization
                           program, and it's doing 100 things 1% better with
                           providing the tools for our employees to run the
                           machines more quickly, to do things smartly, to
                           reduce inventories, that's how we will get there.
                           You know, many, many -- you know, not necessarily
                           in the printing industry because the printing
                           industry hasn't been a real adopter of quality
                           and Six Sigma technology. But when those things
                           are brought to our industry, we think there will
                           be dramatic improvements in the future. We expect
                           that to be the case.

Salomon Akyol:             Okay. Got you. And just clarification if I've
                           kind of heard and interpreted correctly, going
                           into Q2 you'd expect to be up from Q1 even on
                           lower volumes or flat volumes?

Paul Reilly:               No. I think we said we're up approximately the
                           same level in terms of profit. We'll be slightly
                           lower sales.

Salomon Akyol:             Okay. Thank you so much.

Paul Reilly:               More as our cost structure gets more mature and
                           we get those benefits. And that will be a
                           significant improvement over the comparable
                           period last year.






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Salomon Akyol:             Got you. Thanks.

Paul Reilly:               Okay.

Operator:                  I would like to give everyone an additional
                           moment at this time to ask a question by pressing
                           star and the number one on your telephone keypad.
                           There are no further questions at this time.
                           Gentlemen, are there any closing remarks?

Paul Reilly:               Cory, this is Paul Reilly again. Thank you all.
                           We do want to again state that we are delivering
                           on the promises we made to you: market share
                           increases, more efficiency, delivering the
                           profits, and we're doing that in a market much
                           more severe than we anticipated than when we gave
                           you those numbers. So as this market turns, and
                           it will, there are no -- there doesn't seem to be
                           any clouds out there. We should be in a positive
                           economic environment from this point on, and
                           we'll see that going very well for the future of
                           the company.

                           Thank you all. We appreciate your support. That
                           will be it.

Operator:                  Ladies and gentlemen, this concludes today's
                           Mail-Well first quarter 2003 earnings conference
                           call. You may now disconnect.

                           [END OF CALL]