NOTE 2
- Restructuring and Asset Impairment Charges

2001 RESTRUCTURING
In January 2001, the Company announced a plan to restructure its operations (the Plan). The Plan intended to deliver cost reductions through the reduction of overhead, the consolidation of plants, warehouses, and sale offices, and the alignment of Corporate resources with its future business model. Costs to be incurred included severance and employer related costs, contract exit and termination costs, inventory and other asset write-downs and other costs directly related to the restructuring effort. Based upon original estimates, the Plan was expected to result in a total charge of $69,934 ($41,524, after tax) that was recorded in the first quarter of 2001.
     Due to the nature of the charges and the duration of the program, estimates of the timing and amount of cost savings required significant judgment and changed during 2001. The Plan resulted in the closing of 25 production facilities. In addition, 149 sales offices and 29 warehouses were consolidated into other locations. In connection with the closing of these facilities, the Company recorded $24,288 in severance and employer related costs related to the elimination of 2,330 positions Company wide. The employment reduction primarily affected employees in the manufacturing, sales, warehousing, and administrative positions. The remaining liability balance is expected to be paid in 2002.
     Liabilities recorded for contract exit and termination costs aggregated $20,814 and include $12,837 for various contractual commitments on leased facilities. The majority of the $13,202 inventory and other assets write-downs are in relation to excess supplies inventory and inventory from lost customers due to the restructuring program. The remaining liability balance of contract exit and termination costs is expected to be paid through 2006.
Pre-tax components of the restructuring activity in fiscal 2001 were as follows:

       RECONCILIATION OF ACCRUAL
  2001
RESTRUCTURING
EXPENSE
CHARGES
DIRECTLY TO
RESTRUCTURING
EXPENSE
CHARGES TO
RESTRUCTURING
ACCRUAL
ADJUSTMENTS
TO CHARGES TO
RESTRUCTURING
ACCRUAL
INCURRED
IN 2001
BALANCE
ACCRUED AT
DECEMBER 30,
2001
Severance and employer related
    costs
$24,288 $       --- $30,916 $ (6,628) $(21,115) $ 3,173
Contract exit and termination
    costs
26,701 5,887 21,297 (483) (9,112) 11,702
Inventories and other assets
    write-downs
18,994 5,792 17,721 (4,519) (13,064) 138
Implementation costs 14,031 14,031 --- --- --- ---
     Total $84,014 $25,710 $69,934 $(11,630) $(43,291) $15,013


      In addition to the original charge, the Company incurred $5,887 of contract exit and termination costs and $5,792 of inventory and other asset write-downs that were in excess of the originally estimated charges and charged directly to restructuring expense. Implementation costs related to the relocation of equipment and personnel from closed facilities were also charged directly to restructuring expense as incurred .

2000 RESTRUCTURING
In the first and fourth quarters of 2000, the Company announced the reduction of 364 employees and the closing of four production facilities. In connection with this program, the Company recorded a provision of $24,633 ($14,915 after tax). At December 31, 2000, this program had $6,932 remaining in the liability balance. As of December 30, 2001, this program has been substantially completed and the remaining liability balance is $294. The remaining liability is for non-cancelable lease obligations. There were no material changes to the program since its announcement in the first and fourth quarters of 2000.

PREVIOUS RESTRUCTURING
At December 31, 2000, the restructuring plan established with the acquisition of Uarco, Inc. had $1,651 remaining in the liability balance. As of December .30, 2001, this program has been completed and has no remaining liability balance.

2001 IMPAIRMENT
In conjunction with the reorganization, management performed a review of its existing property and equipment and, based on its evaluation, determined that there was a significant impairment of long-lived assets associated with plants that were closed. Certain assets that had no long-term strategic value were either written off or written down to estimated fair market value if the asset was to be sold. The amount of non-cash write-offs related to impaired assets was $41,512.

2000 IMPAIRMENT
In the fourth quarter of 2000, the Company completed a balance sheet review that identified assets whose carrying amounts are not recoverable. As a result of this review, the Company recorded asset impairment charges totaling $73,746. These charges include the write-off of goodwill of $48,129, write-off of unamortized software costs of $6,280, $17,242 of machinery and equipment write-downs, and a $2,095 investment impairment.
     The write-off of goodwill is based on the market value method of assessing enterprise level goodwill for impairment. The impairment of goodwill results from the continued decline during 1999 and 2000 of the market price of the Company's stock. The software cost write-off relates to license fees and other costs incurred for projects that were subsequently abandoned. The machinery and equipment write-downs relate to idle manufacturing assets held for disposal. The investment impairment is recognized for permanent decline in value of a company in which the Company had a 10% equity interest. In addition to the impairment, goodwill amortization for 2000 and 1999 was $4,011.


Standard Register                          
2001 Annual Report