This booklet describes long-standing principles of conduct RR Donnelley has followed to ensure its business is conducted with integrity and in compliance with the law. Every employee, in the United States or in another country, and every member of the Board of Directors is expected to understand and follow the policies outlined here. For ease of reading, the term "employee" includes officers and will be deemed, for this booklet's purposes only, to include the members of the Board of Directors.

Violating the law could subject RR Donnelley and the individuals involved to criminal proceedings, regulatory action and private lawsuits. Any employee who violates these policies is subject to disciplinary action, up to and including separation.

Employees who violate the law can be substantially penalized and may be subject to fines running into the hundreds of thousands of dollars, significant prison terms and repayment of any funds related to the underlying violation.

FFor the company, violating the law can mean a fine of many millions of dollars, the loss of important customers, payment of triple damages and disqualification from contracting on important government work.

We have established several audit procedures to detect unethical or illegal practices. However, if you become aware of an ethical or legal violation, including violation of the policies in this booklet, you have an obligation to report it to the company as described under "Reporting of Violations."

The Chief Compliance Officer must approve any waiver of this policy. Waivers of this policy may also require approval of the Board of Directors (or a designated committee) and will be disclosed to the extent required by applicable law or regulation.

If you are unsure whether a particular situation or activity amounts to a violation of law or a violation of a company policy, review the applicable company policy (available at www.inside.rrd.net), and if you still have questions, consult with your supervisor or manager, the Chief Compliance Officer, the General Counsel or other member of the Legal Department before doing anything.

The success of our company rests on its employees. Because of their past efforts and dedication, the company has earned a reputation for providing top quality printing and related services in an honest, ethical fashion. We all should be proud of this reputation, and we must work together to preserve it.

This means that we must conduct our business honestly, ethically and in strict compliance with all laws and regulations. It also means that we must operate free of any interest that affects our undivided loyalty to RR Donnelley.

It takes only one unethical or unlawful act to destroy the goodwill the company has earned from suppliers, customers and the public. While it is impossible for this booklet to catalog every situation that might arise, the following general principles are important:

• Deal with suppliers, customers, employees and competitors on a fair and honest basis. Buying and selling must be done on an "arm's length" basis, free of any kickbacks, bribes, secret commissions, gifts or favors. Do not take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or other unfair dealing practice.
• Avoid any situation in which your independent business judgment might appear to be compromised. Charges of bad faith and misdealing may arise in any situation where your personal interests and the company's interests are not the same. For this reason, employees should not have a financial interest in customers, suppliers or competitors of the company (unless such interest complies with the company's conflicts of interest policy, contained herein). Employees also may not work for a customer, supplier or competitor without prior management approval.
• Make candid reports to management. Among other things, this requires that reports contain accurate information and that accounting records be properly maintained in accordance with generally accepted accounting principles. It also means that employees must fully and frankly disclose to management anything that might affect the company's reputation.
• Protect proprietary information. In dealings outside of work, be careful not to divulge important information about the company, its customers, employees, or its business, even accidentally. Examples of matters that should not be disclosed:
• production processes and equipment;
• undisclosed financial results;
• contract terms;
• prices;
• information disclosed to the company by customers, suppliers or any other firm with which we do business;
• the content of any material the company is printing prior to its public distribution and copies of any such material; and
• employee information covered by privacy laws.
• All employees should protect the company's assets and ensure their efficient use. Theft, carelessness and waste have a direct impact on the company's profitability. All company assets should be used for legitimate business purposes.
• If you leave the company, your obligation to protect proprietary information continues. You must not share company confidential information with your new employer or anyone else. You may also be prohibited from soliciting, directly or indirectly, employees of the company to leave to join your new employer, and customers of the company from taking their work elsewhere.
• Remember that customer property is not for our use. While samples of finished products are used for certain purposes within the company, they are not for general distribution to employees or third parties.
• Do not duplicate licensed computer software; do not use trademarks that we do not own; and do not reveal trade secrets disclosed to the company. Willful infringement of a copyright is a crime.
• Keep political activities separate from the company's business. If you decide to make a political contribution (including providing services), it must be done with your personal funds and on your own time. Company stationery should not be used for personal or political purposes. If an employee is appointed to or decides to run for a governmental office, he or she should first consult with management to ensure a conflict of interest does not arise.

General - Consent and Disclosure
No employee of RR Donnelley or its subsidiary companies should have any business, financial, civic or professional interest outside of RR Donnelley that in any way conflicts with, or appears to conflict with, such employee's ability to perform his or her duties at the company with undivided loyalty, without the express consent of the Chief Compliance Officer. In cases where such conflicts have been consented to as provided in this policy, all appropriate members of management and, if appropriate, the Audit Committee of the Board of Directors, must be advised by the affected employee of such conflicts whenever relevant to business decisions at RR Donnelley in which the affected employee is involved.

It is impossible to describe in this policy every situation that may give rise to a conflict of interest and what is set forth below are only some of the situations that may pose conflicts of interest.

If you are unsure whether a situation poses a potential conflict of interest with RR Donnelley, you should consult with your division Human Resources Manager before doing anything.

Dealings with Outside Companies

Board Membership/Employment by an Outside Company
You may not serve as a board member of, or be employed (as an employee, a consultant or otherwise) by, a competitor, customer or supplier of RR Donnelley without the express consent of the Chief Compliance Officer. A conflict may also arise when your family member is a board member of or employed by a competitor, customer or supplier that has business dealings with RR Donnelley in which you participate or are able to exert influence. For purposes of this policy, a "family member" includes any child, grandchild, parent, grandparent, spouse or sibling, including step or adoptive relationships and any person sharing your household (other than a tenant or employee).

Financial Interests in Outside Companies
You may not allow your personal financial interests to influence, or appear to influence, your independent judgment on behalf of RR Donnelley. This could happen in many ways, but it is most likely to create an appearance of a conflict of interest if you have a personal financial interest in a competitor, customer or supplier of the company and your decisions as an employee of RR Donnelley may have a business impact on this outside party.

• A personal financial interest includes a personal investment held in your name individually or through a broker, or held through ownership by your family members, in their names individually or through a broker. A personal financial interest does not include an investment held through a mutual fund.
• You and your family members must not have personal financial interests in competitors, customers or suppliers of RR Donnelley if such interests are material and the interest would influence, or appear to influence, your independent judgment on behalf of RR Donnelley. Generally, a personal equity investment in an outside company will be deemed material if the combined value of the stock or rights to acquire stock owned by you and your family members is more than your gross annual earnings from the company and the stock owned by you and your family members is more than five percent of the capital stock entitled to vote in the election of directors of such outside company. If the interest is not an equity investment (for example, a loan to the outside company), it will be deemed material if the investment by you and your family members on a combined basis is more than your gross annual earnings from RR Donnelley.
• You may not accept opportunities to participate in financial transactions involving the stock or other securities of current or prospective customers or business partners of RR Donnelley, such as participating in "friends and family" deals or initial public offerings, if knowledge of such opportunity is gained through your employment with RR Donnelley.

The antitrust laws reflect the commitment of governments to a free enterprise system. Supply and demand and vigorous competition give consumers quality services at economical prices. It is the company's policy to comply with all antitrust laws in the United States and in other countries where the company does business.

The criminal provisions of the U.S. antitrust laws prohibit any agreement between competitors regarding prices to be charged, bidding, customers to be solicited or geographic areas to be served. Examples of criminal agreements with competitors include:

• agreeing upon selling price or list price;
• exchanging bids with competitors;
• allocating territories, customers or markets;
• fixing a price range;
• setting up a rotation method of bids among competitors;
• limiting output or restricting delivery schedules;
• fixing discounts, rebates or credit terms.

The company's policy is to obey strictly the laws that protect the environment. Employees have a responsibility to follow environmental laws, not only because it makes sense, but also because a violation can be a crime. Any person who knowingly violates requirements or prohibitions of such laws, including the stated conditions of approved permits, can be subject to criminal fines and penalties.

Most of the company's air and water discharges are covered by government permits. It is a crime to violate the discharge limits or monitoring requirements of an air or water permit knowingly or willfully, or to file false or misleading statements or reports with a government agency.

Hazardous wastes must be handled according to the law. Individuals and companies that mishandle hazardous waste run a substantial risk of being prosecuted. Violators have been fined or imprisoned for improper dumping of waste (for example, on empty lots, highways or in sewers), for spills that were not reported as required by law and for other types of intentional and even negligent conduct.

If you are unsure whether a particular situation or activity amounts to a violation of environmental laws, review the company's environmental policies, and if you still have questions, consult your facility Environmental Health and Safety Manager, the Vice President responsible for Environmental Affairs, the Chief Compliance Officer, the General Counsel or other member of the Legal Department before doing anything.

Safe, healthful working conditions and accident prevention are important parts of operating our business. We must comply fully with all federal, state and local health and safety laws and regulations. Violations of such laws can subject the company and its employees to criminal penalties. It is your responsibility to prevent accidents by maintaining a safe work environment, following safe work procedures and practices, and using all required personal protective equipment.

Further, the company is committed to providing a safe work environment through the absence of the use of illegal drugs and alcohol, or the abuse of legal drugs, and through compliance with the company's Workplace Violence Policy. Alcohol and drug abuse, the sale of illegal drugs or violence can result in discipline up to and including separation, whether or not the acts occur in or away from the workplace.

If you are unsure whether a particular situation or activity amounts to a violation of worker health and safety laws, review the company's employee health and safety policies, and if you still have questions, consult with your supervisor, manager or facility Environmental Health and Safety Manager, the General Counsel or other member of the Legal Department before doing anything. If you believe any situation involves the use of drugs or alcohol, you should immediately notify your supervisor or manager, your division Human Resources Manager or a Vice President of Human Resources.

The company's policy is to select, place and deal with all its employees without discrimination based on race, color, national origin, gender, age, religion, disability, veteran's status, or actual or perceived sexual orientation. Equal opportunity is one of the company's firmest and most basic beliefs. In the U.S. we maintain Affirmative Action Programs to help assure fairness in the hiring and advancement of minorities, women, veterans and people with disabilities.

Further, it is the responsibility of each of us to help the company provide a work atmosphere free of harassing, abusive, disrespectful, disorderly, disruptive or other unprofessional conduct. Sexual harassment in any form, by any employee, will not be tolerated. Every employee is expected and required to treat all other employees with respect and dignity. Unwelcome touching or social advances on the part of the employee toward another are a violation of this policy and will be treated with appropriate discipline.

Each employee should work in an atmosphere free of discrimination of any type or form, and free of sexual harassment.

If you are unsure whether a particular situation or activity is consistent with the company's equal employment opportunity or workplace principles, review the company's equal employment opportunity or workplace policies, and if you still have questions, consult your division Human Resources Manager or Vice President, the Chief Compliance Officer, the General Counsel or other member of the Legal Department before doing anything.

The company has significant dealings with federal, state, local and foreign governments, both as a supplier of services and as a corporate citizen. Governments are entitled to respect and to be treated with integrity. Statements made and records submitted to government purchasing agents are not to be intentionally misleading or inaccurate. Bids are to be made in good faith. Sufficient care must be taken to ensure proper recording and charging of all costs to the proper account (this includes accurately filling out time cards with the hours worked).

The company's dealings with governments are also to be done at "arm's length." No employee in any country may, directly or indirectly, offer or make any payment, gift, bribe, secret commission or other benefit to influence the decision or action of any government employee, official, candidate or political party.

If you are unsure whether a particular situation or activity with respect to a government or government agency might constitute a violation of the law, review the company's policies regarding dealings with governments, and if you still have questions, consult with the Chief Compliance Officer, the General Counsel or other member of the Legal Department before doing anything.

We cannot, directly or indirectly, pay bribes to or otherwise improperly influence government officials, political parties or candidates for political office, even if such a payment or transfer of anything of value is requested by a foreign national or called something other than a bribe. We cannot do indirectly what cannot be done directly; improper payments to intermediaries will not be tolerated.

A violation of this policy, no matter where it occurs and whether you are an employee of the parent company or any of its domestic or international affiliates, may be a violation of United States law and can subject the company and the individual to fines and other criminal penalties, including jail sentences.

Even if you think a certain country allows some type of payment, such as a "facilitating" payment, you should first consult with the Chief Compliance Officer, the General Counsel or other member of the Legal Department, who should also be consulted prior to any transaction with an agent, representative or consultant engaged to deal with any foreign government.

If investors believe that the price of our company's stock or other securities is subject to unfair manipulation by employees, they will lose faith in us. Additionally, we must protect and not misuse the confidential information of our customers, suppliers and other business partners.

Accordingly, employees who, through their employment, obtain confidential information about the company, its customers, suppliers or others with whom the company may negotiate, may not use the information for their own or others' personal advantage, including friends or family members. This includes "insider trading" — that is, buying or selling stock or other securities issued by the company, its customers, suppliers or other business partners, based on confidential information or attempting to "beat the market" by purchasing or selling stock shortly before, simultaneously with or within a short time after public release of confidential information. Insider trading is a criminal offense, with substantial monetary penalties and jail terms.

Confidential information includes any important information that has not been made available to the public and that provides insight into current or anticipated business activities of the company, its customers, suppliers or other business partners that an investor would consider helpful in deciding whether to buy or sell stock or other securities.

Some examples of confidential information:

• potential mergers, acquisitions, joint ventures or restructuring;
• changes in management or control of the company or another corporation;
• new products or discoveries;
• financial information, such as pending earnings and dividend announcements;
• information contained in a customer's publication that the company is printing but has not been distributed to the public;
• new contracts or the loss of a contract;
• plans for securities offerings, splits or repurchases; and
• research and development activities.

Computers are a fact of daily life. Software and data must be protected from damage, alteration, theft, fraudulent manipulation, unauthorized access and disclosure of confidential company or customer information. Each employee must follow measures to keep such information secure. Where appropriate, passwords should be used and computers should not be left on with confidential information on the screen if there is any chance it could be viewed by an unauthorized person.

Employees must observe copyright restrictions for software and associated documentation.

RR Donnelley information systems, including voicemail and e-mail, are intended to be used primarily for business purposes. Incidental personal use is permissible if the use is lawful and ethical, does not consume more than a trivial amount of resources that could otherwise be used for business purposes, does not interfere with worker productivity and does not preempt any business activity. Messages may not contain offensive or defamatory content, such as comments or images that would offend someone on the basis of his or her race, color, national origin, age, gender, sexual orientation, religious or political beliefs, or disability.

All materials stored, processed, sent or received on these facilities are the company's property and are subject to inspection and monitoring by the company at any time and without prior notice. Any misuse of these facilities could lead to separation from the company.

For a more detailed summary of the company's policies in these areas, consult the company's electronic communications policies and other related policies.

If you are unsure whether a particular activity or situation amounts to a violation of the company's computer systems policies, consult with your Information Technology Manager or the Chief Information Officer before doing anything.

Prosecutors and government regulators have broad authority to investigate possible violations of law. They can convene grand juries, subpoena documents and seek interviews or testimony of company employees.

Company policy is to cooperate with every reasonable request of government investigators. At the same time, the company is entitled to all the safeguards provided by law for the benefit of persons under investigation or accused of wrongdoing, including legal representation.

If a representative of any government or government agency contacts you or requests access to data or documents for the purposes of an investigation, you must refer the representative to the General Counsel or other member of the Legal Department. You must then immediately notify the General Counsel or other member of the Legal Department. You must also preserve all materials, including documents that might relate to the investigation.

If you are aware of a violation of law or a company policy, including the policies set forth in these Principles of Ethical Business Conduct, you should report this information to any member of your management team, Corporate Employee Relations, or a member of the Legal Department. Alternatively, if you wish to remain anonymous, you may report your concerns using the company's toll-free "Ethics HotLine" at 800-348-1233. (from the United States or Canada) or online at www.rrdethicshotline.com. If you are calling from outside the United States or Canada, please call the number for your country listed on the chart on page 24. These toll free numbers are available 24 hours per day, seven days each week.

When you call, be sure to provide enough information for the company to be able to follow up (for example, names of persons allegedly involved, dates and nature of activity). The company will investigate all reports of violations. You should not investigate on your own but leave such work to the appropriate people chosen by the company.

No employee should make a false report of a violation. No employee will be penalized for making a goodfaith report, nor will the company tolerate retaliation against an employee who makes a good-faith report.

If you report a violation and in some way are also involved in the violation, the fact that you stepped forward will be considered.

While reports of violations should be addressed to your supervisor, management or the RR Donnelley Ethics HotLine, questions regarding laws or the company's policies may be directed to the Chief Compliance Officer:

Suzanne S. Bettman
Senior Vice President, General Counsel
Chief Compliance Officer and Secretary

DIRECT DIAL ACCESS

Country Ethics Hotline Number United States/Canada 800.348.1233 Argentina 0800.444.9213 / 0800.666.2379 Barbados 1.866.407.3394 Belgium 0800.7.3925 Brazil 0800.891.4251 Chile 1230.020.5455 China Northern China: 10.800.711.0677 Southern and Central China: 10.800.110.0618 El Salvador 800.6287 France 0800.91.9186 India 000.800.100.1058 Mexico 001.877.234.7256 Poland 0.0.800.111.1646 Puerto Rico 1.800.716.0128 Switzerland 0800.55.5304 United Kingdom 0808.234.8815

2-STEP DIAL ACCESS

Country STEP 1: Dial AT&T local access number* to reach the Ethics Hotline STEP 2: Dial the Ethics Hotline Number Austria 0.800.200.288 800.714.4149 Costa Rica 0.800.011.4114 800.714.4149 Germany 0800.225.5288 800.714.4149 Guatemala Within Guatemala City: 138.126 Outside of Guatemala City: 999.9190 800.716.0128 Honduras 800.0.123 800.716.0128 Hong Kong 800.96.1111 / 800.93.2266 800.714.4149 Hungary 06.800.01111 800.716.0154 Ireland 1.800.550.000 800.714.4149 Italy 800.172.444 800.714.4149 Japan KDD: 00.539.111; IDC: 00.665.5111; JT: 00.441.1111 800.504.1790 Luxembourg 800.2.0111 800.714.4149 Netherlands 0800.022.9111 800.714.4149 Russia Within Moscow: 755.5042 Within St. Petersburg: 325.5042 800.714.4153 Singapore 800.011.1111 / 800.001.0001 800.714.4149 Spain 900.99.0011 800.716.0128 Sri Lanka 2.430.430 800.714.4149 Trinidad 1.800.872.2881 800.714.4149 Venezuela 0.800.552.6288 800.716.0128 Philippines 105.11 800.348.1233

* AT&T local access numbers are subject to change at any time. Please contact your local human resources representative for the most current local access number.