EXHIBIT 4.3(f)
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                                                            December 28, 1993

                           Fort Howard Corporation
                           Management Equity Plan
                           -----------------------


            The Management Investors Committee of the Fort Howard Corporation 
Management Equity Plan (the "Plan") hereby amends, effective as of 
December 28, 1993, the provisions of the Plan as follows:

            1.    Section 1.2 is amended by deleting the definition of 
"Retirement" and by substituting the following therefor:

                        ""Retirement" means, with respect to any Management 
                  Investor, such Management Investor's retirement from 
                  employment with the Company (or any of its subsidiaries) at 
                  an age of not less than 55 years."

            2.    Section 8.1(b) is amended by deleting the last sentence      
thereof and by substituting the following therefor:

                  "As used herein, "Management Investors Committee" means the 
                  Chief Executive Officer and the Vice Chairman/Chief 
                  Financial Officer of the Company."



                                                /s/ Donald H. Demeuse
                                                ------------------------------
                                                Donald H. DeMeuse


                                                /s/ Kathleen J. Hempel
                                                ------------------------------
                                                Kathleen J. Hempel


Agreed:

FORT HOWARD CORPORATION


By:   /s/ James W. Nellen II
      ------------------------------
Name:  James W. Nellen II

Title: Vice President