SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended December 31, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ________________ to ________________.
Commission File No.: 0-12954
A. Full title of the plan and the address of the plan, if different
from that of the issuer below:
Cadmus Thrift Savings Plan
B. Name of the issuer of the securities held pursuant to the plan and
the address of the principal executive office:
Cadmus Communications Corporation
6620 West Broad Street
Richmond, Virginia 23230
<PAGE>
REQUIRED INFORMATION
The following financial statements are furnished for the Cadmus Thrift
Savings Plan:
Report of Independent Public Accountants
Statements of Net Assets Available for Plan Benefits - Modified Cash Basis
as of December 31, 1998 and 1997
Statement of Changes in Net Assets Available for Plan Benefits, with Fund
Information - Modified Cash Basis for the Year Ended December 31, 1998
Notes to Financial Statements and Schedules as of December 31, 1998 and 1997
Schedule I: Line 27a - Schedule of Assets Held for Investment
Purposes - Modified Cash Basis as of December 31, 1998
Schedule II: Line 27d - Schedule of Reportable Transactions - Modified
Cash Basis for the year Ended December 31, 1998
Consent of Independent Public Accountants
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Administrator of the Plan has caused this Annual Report to be signed on its
behalf by the undersigned thereunto duly authorized.
CADMUS THRIFT SAVINGS PLAN
Cadmus Communications Corporation
(As Plan Administrator)
June 29, 1999 By: /s/ Bruce V. Thomas
- ------------- --------------------
(Date) Bruce V. Thomas
Senior Vice President and Chief
Financial Officer
<PAGE>
CADMUS THRIFT SAVINGS PLAN
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 1998 AND 1997
TOGETHER WITH AUDITORS' REPORT
<PAGE>
CADMUS THRIFT SAVINGS PLAN
TABLE OF CONTENTS
PAGE
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS 1
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS -MODIFIED CASH BASIS
As of December 31, 1998 and 1997 3
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND
INFORMATION -MODIFIED CASH BASIS
For the Year Ended December 31, 1998 4
NOTES TO FINANCIAL STATEMENTS AND SCHEDULES
As of December 31, 1998 and 1997 5
ITEM 27(A) -SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES-MODIFIED
CASH BASIS
As of December 31, 1998 11
ITEM 27(D) -SCHEDULE OF REPORTABLE TRANSACTIONS -MODIFIED CASH BASIS
For the Year December 31, 1998 12
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Plan Administrator and Participants of
the Cadmus Thrift Savings Plan:
We have audited the accompanying statements of net assets available for benefits
- - modified cash basis, of the Cadmus Thrift Savings Plan (the "Plan") as of
December 31, 1998 and 1997, and the related statement of changes in net assets
available for benefits, with fund information - modified cash basis, for the
year ended December 31, 1998. These financial statements and the schedules
referred to below are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements and
schedules based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform an audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
As described in Note 2, these financial statements and schedules were prepared
on the modified cash basis of accounting, which is a comprehensive basis of
accounting other than generally accepted accounting principles.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Cadmus
Thrift Savings Plan as of December 31, 1998 and 1997, and the changes in its net
assets available for benefits, with fund information, for the year ended
December 31, 1998, on the modified cash basis of accounting described in Note 2.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes and reportable transactions - modified cash basis are
presented for purposes of additional analysis and are not a required part of the
basic financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The fund information in the
statement of changes in net assets available for benefits - modified cash basis
is presented for purposes of additional analysis rather than to present the
changes in net assets available for benefits of each fund. The supplemental
schedules and fund information
<PAGE>
have been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, are fairly stated, in all
material respects, in relation to the basic financial statements taken as a
whole.
/s/Arthur Andersen LLP
Richmond, Virginia
June 24, 1999
- 2 -
<PAGE>
CADMUS THRIFT SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS - MODIFIED CASH BASIS
AS OF DECEMBER 31, 1998 AND 1997
<TABLE>
<CAPTION>
1998 1997
---- ----
<S> <C> <C>
ASSETS:
Investments, participant-directed, at fair value-
Cadmus Common Stock Fund:
Cadmus Communications Corporation
common stock $ 2,125,082 $ 2,327,140
T. Rowe Price Prime Reserve Fund 319,350 238,019
----------- -----------
2,444,432 2,565,159
Mutual funds 69,766,001 51,516,608
Common/collective trust 16,986,544 15,588,910
Participant loans receivable 2,544,563 2,533,379
----------- -----------
Net assets available for benefits $91,741,540 $72,204,056
=========== ===========
</TABLE>
The accompanying notes are an integral part of these statements.
- 3 -
<PAGE>
CADMUS THRIFT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
WITH FUND INFORMATION - MODIFIED CASH BASIS
FOR THE YEAR ENDED DECEMBER 31, 1998
<TABLE>
<CAPTION>
STABLE
VALUE EQUITY SMALL-CAP
BALANCED COMMON GROWTH INDEX VALUE
FUND TRUST FUND STOCK FUND FUND FUND
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Investment income-
Interest $ 59,930 $ 60,838 $ 30,000 $ 24,196 $ 18,256
Dividends 807,609 958,695 1,531,772 176,273 377,382
Net appreciation (depreciation) in the fair
value of investments 2,867,761 -- 1,035,019 2,427,897 (1,141,062)
Contributions:
Employer 357,863 202,926 299,037 235,404 184,721
Participants 1,042,078 765,867 969,801 822,509 579,612
Rollovers 56,839 39,278 161,071 128,044 86,330
Plan transfers (Note 7) 3,254,804 1,027,182 -- 4,777,488 --
Loan repayments 272,193 288,968 153,987 138,900 90,442
Loan offsets -- -- -- -- --
Other 4 1,721 -- -- 67
------------ ------------ ------------ ------------ ------------
Total additions 8,719,081 3,345,475 4,180,687 8,730,711 195,748
------------ ------------ ------------ ------------ ------------
DEDUCTIONS TO NET ASSETS ATTRIBUTED TO:
Benefits paid to participants 3,006,695 2,103,402 512,867 888,633 405,530
Loans to participants 369,233 414,943 133,103 156,041 76,253
Fiduciary and investment manager fees 14,178 60,934 7,542 7,451 3,568
------------ ------------ ------------ ------------ ------------
Total deductions 3,390,106 2,579,279 653,512 1,052,125 485,351
------------ ------------ ------------ ------------ ------------
INTERFUND TRANSFERS (1,413,432) 631,438 171,452 1,182,075 (367,440)
------------ ------------ ------------ ------------ ------------
Net additions (deductions) 3,915,543 1,397,634 3,698,627 8,860,661 (657,043)
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 23,872,699 15,588,910 8,770,183 7,326,107 5,976,917
------------ ------------ ------------ ------------ ------------
End of year $ 27,788,242 $ 16,986,544 $ 12,468,810 $ 16,186,768 $ 5,319,874
============ ============ ============ ============ ============
</TABLE>
<TABLE>
<CAPTION>
INTERNATIONAL CADMUS COMMON NEW HORIZONS U.S. TREASURY
STOCK FUND STOCK FUND FUND INTERMEDIATE FUND LOAN FUND
------------ ------------ ------------ ----------------- ---------
<S> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Investment income-
Interest $ 11,841 4,960 8,210 745 --
Dividends 127,623 -- 116,333 105,770 --
Net appreciation (depreciation) in the fair
value of investments 306,090 (139,267) 9,253 54,491 --
Contributions:
Employer 126,601 64,684 96,839 18,103 --
Participants 396,462 205,126 357,691 79,510 --
Rollovers 33,510 28,185 45,046 17,885 --
Plan transfers (Note 7) 2,088 (4,948) -- 1,376,311 92,869
Loan repayments 69,441 28,648 40,321 16,281 (1,099,181)
Loan offsets -- -- -- -- (264,704)
Other 2 1 36 -- --
------------ ------------ ------------ ------------ ------------
Total additions 1,073,658 187,389 673,729 1,669,096 (1,271,016)
------------ ------------ ------------ ------------ ------------
DEDUCTIONS TO NET ASSETS ATTRIBUTED TO:
Benefits paid to participants 369,509 172,196 72,918 330,590 --
Loans to participants 51,471 41,033 30,921 9,202 (1,282,200)
Fiduciary and investment manager fees 2,736 4,691 2,423 1,211 --
------------ ------------ ------------ ------------ ------------
Total deductions 423,716 217,920 106,262 341,003 (1,282,200)
------------ ------------ ------------ ------------ ------------
INTERFUND TRANSFERS (148,461) (90,196) (203,182) 237,746 --
------------ ------------ ------------ ------------ ------------
Net additions (deductions) 501,481 (120,727) 364,285 1,565,839 11,184
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 2,976,211 2,565,159 1,896,366 698,125 2,533,379
------------ ------------ ------------ ------------ ------------
End of year $ 3,477,692 $ 2,444,432 $ 2,260,651 $ 2,263,964 $ 2,544,563
============ ============ ============ ============ ============
</TABLE>
TOTAL
------------
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Investment income-
Interest $ 218,976
Dividends 4,201,457
Net appreciation (depreciation) in the fair
value of investments 5,420,182
Contributions:
Employer 1,586,178
Participants 5,218,656
Rollovers 596,188
Plan transfers (Note 7) 10,525,794
Loan repayments --
Loan offsets (264,704)
Other 1,831
------------
Total additions 27,504,558
------------
DEDUCTIONS TO NET ASSETS ATTRIBUTED TO:
Benefits paid to participants 7,862,340
Loans to participants --
Fiduciary and investment manager fees 104,734
------------
Total deductions 7,967,074
------------
INTERFUND TRANSFERS --
------------
Net additions (deductions) 19,537,484
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 72,204,056
------------
End of year $ 91,741,540
============
The accompanying notes are an integral part of these statements.
- 4 -
<PAGE>
CADMUS THRIFT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS AND SCHEDULES
AS OF DECEMBER 31, 1998 AND 1997
1. PLAN DESCRIPTION:
GENERAL
The following description of the Cadmus Thrift Savings Plan (the "Plan") is
provided for general information purposes only. More complete information
regarding the Plan's provisions may be found in the Plan document.
The Plan is a defined contribution thrift savings plan established by Cadmus
Communications Corporation and its subsidiary companies that have adopted the
Plan (collectively, the "Company") under the provisions of Section 401(a) of the
Internal Revenue Code ("IRC"). The provisions include a qualified cash or
deferred arrangement as described in Section 401(k) of the IRC for the benefit
of eligible employees of the Company. All employees of the Company who have
completed one month of service, as defined, are eligible to participate. The
Plan is subject to the provisions of the Employee Retirement Income Security Act
of 1974, as amended ("ERISA").
PLAN ADMINISTRATION
Overall responsibility for administering the Plan rests with the Benefits and
Investment Committee (the "Committee") of the Board of Directors of the Company.
The Plan administrator is responsible for the daily operation of the Plan. T.
Rowe Price Trust Company ("T. Rowe Price") is trustee for the Plan.
CONTRIBUTIONS
Under the terms of the Plan, participants may make pretax contributions ranging
from 2 to 18 percent of their compensation. The Company will make a quarterly
matching contribution out of its profits in an amount equal to 25 percent of
participants' savings contributions, with matching contributions being based on
the lesser of each participant's contribution or 6 percent of the participant's
compensation as defined in the Plan document. The Company may also, at its
discretion, make an additional annual matching contribution in an amount equal
to a percentage (determined annually) of participants' savings contributions,
with matching contributions being based on the lesser of each participant's
contribution or 6 percent of the participant's compensation as defined in the
Plan document.
- 5 -
<PAGE>
VESTING
Participants are fully vested in their contributions and the earnings thereon.
Vesting in employer matching contributions is based on years of continuous
service. A participant vests according to the following schedule:
NUMBER OF YEARS OF THRIFT VESTED
VESTING SERVICE INTEREST
--------------- --------
Less than 2 years 0%
2 years but less than 3 years 20%
3 years but less than 4 years 40%
4 years but less than 5 years 60%
5 years but less than 6 years 80%
6 years or more 100%
Forfeitures are used to reduce Company matching contributions or to pay
administrative expenses of the Plan.
BENEFITS
Upon termination of service due to death, disability, or retirement, a
participant may elect to receive an amount equal to the value of the
participant's vested interest in his or her account. The form of payment is a
lump-sum distribution or an annuity to be paid in semiannual installments for up
to five years or, in certain cases, for life.
PARTICIPANT ACCOUNTS
Individual accounts are maintained for each of the Plan's participants to
reflect the participant's contributions and related employer matching
contributions, as well as the participant's share of the Plan's income and any
related administrative expenses. Allocations of income and expenses are based on
the proportion that each participant's account balance bears to the total of all
participant account balances.
INVESTMENT OPTIONS
Participants may direct their contributions, employer matching contributions,
and any related earnings into nine investment options in 1 percent increments.
Common/Collective Trust:
o T. ROWE PRICE STABLE VALUE COMMON TRUST FUND - This fund seeks stability
and a high level of monthly income by investing in investment contracts
issued by high-quality insurance companies and banks.
Mutual Funds:
o T. ROWE PRICE BALANCED FUND - This fund seeks capital appreciation, current
income, and preservation of capital by investing in a diversified portfolio
of common stocks and fixed-
- 6 -
<PAGE>
income securities. Common stocks are generally expected to represent
approximately 60 percent of total assets, and fixed-income securities,
including cash reserves, represent the remaining assets.
o T. ROWE PRICE GROWTH STOCK FUND - This fund seeks long-term capital growth
and increasing dividend income by investing primarily in common stocks of
well-established growth companies.
o T. ROWE PRICE EQUITY INDEX FUND - This fund seeks a match of the total
return performance of the U.S. equity markets, as represented by the
Standard & Poor's 500 Stock Index.
o T. ROWE PRICE SMALL-CAP VALUE FUND - This fund seeks long-term capital
growth by investing primarily in common stocks of small companies
(generally having a market value of under $500 million) that are believed
to be undervalued and have potential for capital appreciation.
o T. ROWE PRICE INTERNATIONAL STOCK FUND - This fund seeks long-term capital
growth by investing on a worldwide (but non-U.S.) basis primarily in common
stocks of well-established non-U.S. companies that are broadly diversified
in Europe, the Far East, Australia, Canada, and other areas.
o T. ROWE PRICE NEW HORIZONS FUND - This fund seeks to provide long-term
capital growth by investing primarily in common stocks of small, rapidly
growing companies in a broad range of industries.
o T. ROWE PRICE U. S. TREASURY INTERMEDIATE FUND - This fund seeks to provide
higher income than money market funds and maximum credit protection and
less volatility than that of longer-term bond funds by investing primarily
in U. S. Treasury securities and those backed by the U. S. government.
Common Stock:
o CADMUS COMMON STOCK FUND - This fund invests in the common stock of the
Company, together with the T. Rowe Price Prime Reserve Fund, a money market
investment.
LOANS TO PARTICIPANTS
Participants in the Plan may borrow from their vested account balance in the
Plan. The minimum that can be borrowed is $1,000, and loans are in $100
increments. Only one loan per participant may be outstanding at any time. Loans
are repayable through payroll deductions and must be repaid to the Plan within
five years of the borrowing. The interest rate is 1.5 percent over THE WALL
STREET JOURNAL'S prime rate at the time of the borrowing and is fixed over the
life of the loan. As of December 31, 1998, interest rates ranged from 7.5
percent to 11.0 percent.
- 7 -
<PAGE>
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
BASIS OF ACCOUNTING
The accompanying financial statements of the Plan have been prepared on the
modified cash basis of accounting. Investments are adjusted to fair value, while
contributions and expenses are recognized as cash is received or paid.
Receivables, payables, and accrued expenses are not reflected. Such
contributions receivable and fees payable were approximately $601,000 and
$15,000, respectively, as of December 31, 1998; the corresponding amounts as of
December 31, 1997, were $1,035,000 and $27,000, respectively.
USE OF ESTIMATES
The preparation of financial statements in conformity with the modified cash
basis of accounting requires the use of estimates and assumptions that affect
the reported amounts of assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the year.
Actual results could differ from those estimates.
INCOME RECOGNITION
Interest and dividend income are recorded as earned on the modified cash basis.
INVESTMENT VALUATION
Cadmus common stock and mutual funds are traded on a national securities
exchange and are valued at the last reported sales price on the last business
day of the year; investments traded on the over-the-counter market and listed
securities for which no sale was reported on the last day of the Plan year are
valued at the last reported bid price. The Stable Value Common Trust Fund is
valued at fair value which approximates contract value. The average yields for
the Stable Value Fund were 6.3 and 6.2 percent for the years ended December 31,
1998 and 1997, respectively. As of December 31, 1998 and 1997, the interest
rates for the Stable Value Common Trust Fund ranged from 5.6 percent to 10.0
percent.
NET APPRECIATION (DEPRECIATION) IN FAIR VALUE OF INVESTMENTS
Net realized and unrealized appreciation (depreciation) is recorded in the
accompanying statement of changes in net assets available for benefits -
modified cash basis, with fund information, as net appreciation (depreciation)
in the fair value of investments.
ADMINISTRATIVE EXPENSES
Administrative expenses of the Plan are paid jointly by the Company and
participants in the Plan. Each participant is charged a quarterly fee of $5.00
to be applied to the administrative expenses of the Plan. All investment
advisory fees are paid by the Plan and are reduced by applicable forfeitures.
Certain management, accounting, and audit services are provided to the Plan by
the Company. The Plan is not charged for these services.
- 8 -
<PAGE>
3. INVESTMENTS:
The fair values of individual assets that represent 5 percent or more of the
Plan's net assets available for benefits as of December 31, 1998 and 1997, are
as follows.
1998 1997
---- ----
T. Rowe Price Balanced Fund $27,788,242 $23,872,699
T. Rowe Price Stable Value Common Trust Fund 16,986,544 15,588,910
T. Rowe Price Growth Stock Fund 12,468,810 8,770,183
T. Rowe Price Equity Index Fund 16,186,768 7,326,107
T. Rowe Price Small-Cap Value Fund 5,319,874 5,976,917
During 1998, the Plan's investments appreciated (depreciated) in fair value as
follows.
Mutual funds $5,559,449
Common stock (139,267)
----------
$5,420,182
==========
4. TAX STATUS:
The Plan has received a favorable determination letter dated January 17, 1996,
from the Internal Revenue Service ("IRS") stating that the Plan was designed in
accordance with applicable Plan design requirements as of that date, and as a
result, the underlying trust is tax exempt. The Plan administrator is of the
opinion that the Plan continues to operate as designed.
5. PLAN TERMINATION:
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan subject to the provisions of ERISA. In the event of Plan termination,
participants will become fully vested in their accounts.
6. RECONCILIATION TO FORM 5500:
The Plan's Form 5500 reflects the receivables and accruals discussed in Note 2.
In addition, the Plan had approximately $84,304 and $2,342, respectively, of
pending distributions to participants as of December 31, 1998 and 1997. These
amounts are recorded as a liability in the Plan's Form 5500 but are not included
in the liabilities discussed in Note 2.
- 9 -
<PAGE>
The following table reconciles net assets available for benefits per the
financial statements to Form 5500 as filed by the Company for the years ended
December 31, 1998 and 1997.
<TABLE>
<CAPTION>
NET ASSETS AVAILABLE
ADDITIONS DEDUCTIONS FOR PLAN BENEFITS
PLAN PLAN TO NET FROM NET ---------------------
ASSETS LIABILITIES ASSETS ASSETS 1998 1997
---------- ------------ ----------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C>
Per financial statements $ 91,741,540 $ -- $ 27,504,558 $ 7,967,074 $ 91,741,540 $ 72,204,056
1998 amounts pending
distribution to participants -- 84,304 -- 84,304 (84,304) --
1997 amounts pending
distribution to participants -- -- -- (2,342) -- (2,342)
1998 plan transfer in -- -- (10,525,794) -- -- --
1998 contributions/other
receivables 600,890 -- 600,890 -- 600,890 --
1997 contributions/other
receivables -- -- (1,034,657) -- -- 1,034,657
1998 fees payable -- 15,337 -- 15,337 (15,337) --
1997 fees payable -- -- -- (26,612) -- (26,612)
------------ ------------ ------------ ------------ ------------ ------------
Per Form 5500 $ 92,342,430 $ 99,641 $ 16,544,997 $ 8,037,761 $ 92,242,789 $ 73,209,759
============ ============ ============ ============ ============ ============
</TABLE>
7. MATERIAL MODIFICATIONS TO THE PLAN:
Effective July 1, 1998, the Lancaster Press, Inc. Non-Union Savings Plan and
TAPSCO, Inc. Retirement Plan and Trust were merged into the Plan. In accordance
with this merger, assets totaling $10,525,794 were transferred into the Plan on
that date.
8. RELATED-PARTY TRANSACTIONS:
The Plan invests in a number of T. Rowe Price mutual funds, a T. Rowe Price
Common/ Collective trust, and Cadmus Communications Corporation common stock.
These are related-party transactions and are identified as parties-in-interest
in the accompanying schedules.
- 10 -
<PAGE>
SCHEDULE I
CADMUS THRIFT SAVINGS PLAN
ITEM 27(A) - SCHEDULE OF ASSETS HELD FOR
INVESTMENT PURPOSES - MODIFIED CASH BASIS
AS OF DECEMBER 31, 1998
<TABLE>
<CAPTION>
IDENTITY OF PARTY INVOLVED DESCRIPTION OF INVESTMENT COST FAIR VALUE
-------------------------- ------------------------- ---- ----------
<S> <C> <C> <C>
T. Rowe Price Balanced Fund* Mutual fund $20,145,237 $27,788,242
T. Rowe Price Stable Value Common Trust Fund* Common/Collective trust 16,986,544 16,986,544
T. Rowe Price Growth Stock Fund* Mutual fund 10,467,914 12,468,810
T. Rowe Price Equity Index Fund* Mutual fund 12,095,636 16,186,768
T. Rowe Price Small-Cap Value Fund* Mutual fund 5,394,547 5,319,874
T. Rowe Price International Stock Fund* Mutual fund 3,144,875 3,477,692
Cadmus Communications Corporation* Common stock (203,489 shares) 1,508,842 2,125,082
T. Rowe Price Reserve Fund* Mutual fund 319,350 319,350
T. Rowe Price New Horizons Fund* Mutual fund 2,210,913 2,260,651
T. Rowe Price U.S. Treasury Intermediate
Fund* Mutual fund 2,216,134 2,263,964
Participant loans, 7.5% to
11.0%, maturing at various
Participant loans dates 2,544,563 2,544,563
----------- -----------
Total investments $77,034,555 $91,741,540
=========== ===========
</TABLE>
* Represents a party-in-interest
The accompanying notes are an integral part of this schedule.
- 11 -
<PAGE>
SCHEDULE II
CADMUS THRIFT SAVINGS PLAN
ITEM 27(D) - SCHEDULE OF REPORTABLE TRANSACTIONS - MODIFIED CASH BASIS
FOR THE YEAR DECEMBER 31, 1998
<TABLE>
<CAPTION>
NUMBER OF NUMBER OF
IDENTITY OF PARTY INVOLVED DESCRIPTION OF ASSET TRANSACTIONS PURCHASE PRICE TRANSACTIONS
-------------------------- -------------------- ------------ -------------- ------------
<S> <C> <C> <C> <C>
T. Rowe Price Stable Value Common Trust Fund* Common/Collective trust 95 $4,315,586 104
T. Rowe Price Growth Stock Fund* Mutual fund 144 3,638,481 60
T. Rowe Price Equity Index Fund* Mutual fund 136 8,345,869 64
T. Rowe Price Balanced Fund* Mutual fund 99 5,777,830 94
</TABLE>
<TABLE>
<CAPTION>
COST OF ASSETS
IDENTITY OF PARTY INVOLVED SELLING PRICE SOLD NET GAIN
-------------------------- ------------- ---- --------
<S> <C> <C> <C>
T. Rowe Price Stable Value Common Trust Fund* $2,917,952 $2,917,952 $ -
T. Rowe Price Growth Stock Fund* 974,872 844,984 129,888
T. Rowe Price Equity Index Fund* 1,915,966 1,639,133 276,833
T. Rowe Price Balanced Fund* 4,730,049 3,545,242 1,184,807
</TABLE>
* Represents a party-in-interest
The accompanying notes are an integral part of this schedule.
- 12 -
Exhibit 23
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the inclusion of our
report dated June 24, 1999, in this Form 11-K and the incorporation by reference
into Cadmus Communications Corporation's previously filed Form S-8 Registration
Statement 033-56653. It should be noted that we have not audited any financial
statements of the Plan subsequent to December 31, 1998, or performed any audit
procedures subsequent to the date of our report.
/s/Arthur Andersen LLP
Richmond, Virginia
June 28, 1999
