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                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM 8-K

                                CURRENT REPORT

                    Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934


                                JANUARY 8, 2003

                                MAIL-WELL, INC.
            (Exact Name of Registrant as Specified in its Charter)

                                   COLORADO
                (State or Other Jurisdiction of Incorporation)

        1-12551                                        84-1250533
(Commission File Number)                  (IRS Employer Identification Number)

                 8310 S. VALLEY HWY. #400, ENGLEWOOD, CO 80112
              (Address of principal executive offices) (Zip Code)

                                 303-790-8023
             (Registrant's telephone number, including area code)


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ITEM 5.  OTHER EVENTS.


Please see Amendment No. 2 to Amended and Restated Credit Agreement, and
Amendment No. 1 to Amended and Restated Security Agreement, each dated as
of December 27, 2002, attached to this report as exhibits 99.1 and 99.2,
respectively.






                                 SIGNATURES

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

                                             Mail-Well, Inc.
                                             ---------------
                                                (Registrant)


                                             By: /s/ Michel P. Salbaing
                                                 ---------------------------
                                                 Michel P. Salbaing
                                                 Sr. Vice President and CFO
Date: January 8, 2003