SecProbe.io

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                                                        December 15, 2004

VIA EDGAR AND OVERNIGHT DELIVERY

Linda Cvrkel
Branch Chief
Securities and Exchange Commission
450 5th Street, N.W.
Judiciary Plaza
Washington DC 20549

         RE:  OUTLOOK GROUP CORP.
              COMMISSION FILE NO. 000-18815

Dear Ms. Cvrkel:

         This letter responds to the comments which Commission Staff made in its
letter dated December 2, 2004 to me as Outlook Group Corp.'s chief financial
officer, relating to our response dated November 30, 2004 to questions relating
to the OGC Form 10-K for the fiscal year ended May 31, 2004 and its Form 10-Q
for the quarter ended August 28, 2004. Comments are made in response to the
numbered paragraphs in your letter. For convenient reference, a copy of your
letter is attached to the delivered copy of this letter. In this letter, "we"
refers to OGC and its management generally.

Comment
  No.                              OGC Response

   1.     When OGC provides supply chain management, CAD or proofing services,
          project management services, or other support services, the cost of
          such services are built into the pricing of the tangible product being
          sold to the client. We do not provide supply chain management services
          on a stand-alone basis; the services are only provided in conjunction
          with our printing. There is no separate billing for these types of
          ancillary support services so it would not be possible to identify the
          revenue breakdown. On occasion, a client is billed for special
          computer programs developed to support a client's specific needs.
          However, such revenue is incidental to the manufacturing of the
          product and is less than $100,000 a year. The tangible products
          produced for a client are manufactured to the individual
          specifications of the client and generally include client names,
          logos, or product information. OGC does not produce products that are
          proprietary to OGC. For example, OGC prints and supplies pressure
          sensitive labels for many clients. The design of the labels changes
          from client to client, even though the basic product is a printed,
          coated paper with an adhesive backing. (Put in a different manner, we
          do not produce generic "labels" that are or can be used by multiple
          clients.) The same equipment used to produce a label, can also be used
          to print a tag or a liner or a specialty game piece for different
          clients. OGC evaluates the performance of its

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Linda Cvrkel
December 15, 2004
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          business along the same lines as revenue is reported by segment--that
          is, the operations of its "web press facility" (Outlook Web) and its
          "sheet-fed offset printing, finishing and distribution facility"
          (Outlook Graphics).

   2.     Certain contractual arrangements with OGC clients provide for an
          adjustment of the sales price when defined conditions are realized.
          For example, if OGC keeps certain specialized equipment running at
          specified levels, a performance bonus is allowed that increases sales
          price. Another example, is that sales price is reduced when client
          sales levels achieve certain volumes. OGC also has contractual
          arrangements whereby identified fixed costs, overhead and profit are
          guaranteed regardless of minimum sales volume. Such guaranteed revenue
          is recorded as sales are recorded. OGC recognizes such adjustments to
          the sales price when contractual conditions are met. Such adjustments
          to revenue are identified in specific contractual terms and are,
          therefore, considered to be "guaranteed."

   3.     We confirm that we will revise future filings to include a discussion
          of the items in a level of detail similar to that included in our
          response.

   4.     In conjunction with the sale of certain Paragon assets, OGC and A.B.
          Data also entered into a mutual "marketing assistance" agreement
          whereby each entity agrees to assist the other entity in the sale of
          its respective products. In addition to commission payments due at the
          time of the sale, the agreement provides for a annual bonus payment to
          be paid to OGC if sales exceed approximately 20% of the sales volume
          at the time of sale or a penalty payment if sales decrease by
          approximately 20% of the sales volume at the time of sale and provided
          that certain other conditions are met. The agreement is in effect for
          four years. The amounts of any payments arising out of this agreement
          are not determinable at this time, although the contractual maximum
          exposure is $85,000 annually. Assuming that the sales level even
          decreased by 50%, the payment due A. B. Data would be approximately
          $30,000. Such amount would be not material to the operations of OGC.
          We will provide further information about the term and maximum annual
          exposure in future filings. Assuming there are contingent proceeds to
          the sale, we believe contingently returnable amounts are effectively
          the same as contingently payable amounts. We believe this conclusion
          can be inferred from paragraph 25 of FAS 141. FAS 128 states this a
          bit more specifically in paragraph 10 and footnote 5, and while this
          is related to shares and EPS, the same concepts should apply. In
          particular, the words in footnote 5 are similar to the words in
          paragraph 25 in FAS 141. For the current agreement year, while it will
          depend on actions in the next six months, we do not expect there will
          be any payments due by OGC.

   5.     We do not believe quarterly sales are impacted because any discounts
          that would have been taken during the discount period would be known
          by the time the accounts are closed for the quarter and any material
          amounts would be adjusted as part of that closing. Therefore, all
          discounts are recorded in the same period as the related sale.

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Linda Cvrkel
December 15, 2004
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        On behalf of Outlook Group Corp., and as requested in your letter, we
acknowledge that:

         -        Outlook Group Corp. is responsible for the adequacy and
                  accuracy of the disclosure in its filings;

         -        staff comments or changes in disclosure in response to staff
                  comments in the filings reviewed by the staff do not foreclose
                  the Commission from taking any action with respect to the
                  filing; and

         -        Outlook Group Corp. may not assert staff comments as a defense
                  in any proceeding initiated by the Commission or any person
                  under the federal securities laws of the United States.

         We trust that you will find this letter responsive to your comments.
Please feel free to contact me at (920) 727-8566, or Ken Hallett of Quarles &
Brady LLP, our outside counsel, at (414) 277-5345 if you have any questions or
need further information.

                                           Very truly yours,

                                           OUTLOOK GROUP CORP.

                                           /s/ Paul M. Drewek
                                           ----------------------------
                                           By:  Paul M. Drewek
                                                Chief Financial Officer

cc:  Kenneth V. Hallett, Esq.

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