Exhibit No. (13)

MANAGEMENT'S DISCUSSION AND ANALYSIS
Kimberly-Clark Corporation and Subsidiaries

GLOBAL BUSINESS SEGMENTS

     The Corporation is organized into three global business segments. The
major products manufactured and marketed by each of the Corporation's business
segments are as follows:

- -    Tissue - facial and bathroom tissue, paper towels, wipers and napkins
     for household and away-from-home use; wet wipes; printing, premium
     business and correspondence papers; and related products. Products in this
     segment are sold under the Kleenex, Scott, Kimberly-Clark, Kleenex
     Cottonelle, Kleenex Viva, Huggies, Kimwipes, WypAll, Surpass and other
     brand names.

- -    Personal Care - disposable diapers,training and youth pants and swimpants;
     feminine and incontinence care products; and related products. Products
     in this segment are primarily for household use and are sold under a
     variety of well-known brand names, including Huggies, Pull-Ups, Little
     Swimmers, GoodNites, Kotex, Lightdays, Depend, Poise and other brand names.

- -    Health Care and Other - health care products such as surgical gowns,
     drapes, infection control products, sterilization wraps, disposable face
     masks and exam gloves, respiratory products, and other disposable medical
     products; specialty and technical papers; and other products.  Products
     in this segment are sold under the Kimberly-Clark, Safeskin, Tecnol,
     Ballard and other brand names.

BUSINESS IMPROVEMENT AND OTHER PROGRAMS

     The Corporation announced business improvement programs in 1998 and 1997
to address its ongoing competitiveness and improve its operating efficiency
and cost structure. A summary of these programs together with cost and other
information is presented  below.

1998 Plan

     In the fourth quarter of 1998, the Corporation announced a facilities
consolidation plan (the "1998 Plan") to, among other things, further align
tissue manufacturing capacity with demand in Europe, close a diaper
manufacturing facility in Canada, shut down and dispose of a tissue machine in
Thailand, write down certain excess feminine care production equipment in
North  America  and  reduce  the  Corporation's workforce by approximately 830
employees. Costs for the 1998 Plan of $18.2 million, $42.6 million and $49.1
million were recorded in 2000, 1999 and 1998, respectively. The year 2000 costs
are composed primarily of certain severance costs and charges for accelerated
depreciation for the Corporation's Larkfield, U.K. tissue manufacturing facility
that remained in use until it was shut down in October 2000. Through
December 31, 2000, the Corporation had notified and subsequently terminated 814
employees. The costs of this workforce reduction were charged to earnings in the
period in which such employee severance benefits were appropriately
communicated.

1997 Plan

     On November 21, 1997, the Corporation announced a restructuring plan (the
"1997  Plan"). The plan, among other things, resulted in the sale, closure or
downsizing of 16 manufacturing facilities worldwide and a workforce reduction of
approximately 3,740 employees.  In 1998, the Corporation determined that its
Villanovetta, Italy tissue manufacturing facility was an impaired asset because
its cash flows from use and disposal were insufficient to cover the carrying
amount of the asset. In 1998, other less significant modifications were made to
the 1997 Plan, the largest of which was a charge for losses on European feminine
care equipment removed from service. Costs for the 1997 Plan of $250.8 million
were recorded in 1998 at the time costs became accruable under appropriate
accounting principles. Included in such costs was an asset impairment charge for
the Villanovetta facility of $26.8 million, losses on the European feminine care
equipment of $12.1 million and accelerated depreciation related to assets that



were to be disposed of but which continued to be operated during 1998. In 1999,
the Corporation recorded a net credit of $16.7 million, which was composed of
accelerated depreciation expense of $23.7 million, reductions in accrued costs
of $31.9 million and lower asset write-offs and higher sales proceeds totaling
$8.5 million, due to changes in estimates.

     Charges (credits) under these two plans for the three years ended
December 31, 2000 are summarized below:



                                                                   Amounts Charged to Earnings
                                                                   ---------------------------
(Millions of dollars)                                               2000      1999       1998
- ----------------------------------------------------------------------------------------------


                                                                               

Workforce severance . . . . . . . . . . . . . . . . . . . . . . .  $ 5.5     $ 11.2     $ 64.3
Write-downs of property, plant and equipment and other assets . .      -      (11.5)      91.4
Contract settlements,lease terminations and other costs . . . . .      -      (27.1)      31.3
Asset impairments . . . . . . . . . . . . . . . . . . . . . . . .      -          -       31.3
Accelerated depreciation. . . . . . . . . . . . . . . . . . . . .   12.7       53.3       81.6
                                                                   -----     ------     ------

     Total pretax charge  . . . . . . . . . . . . . . . . . . . .  $18.2     $ 25.9     $299.9
                                                                   =====     ======     ======

Income statement classification:
  Cost of products sold . . . . . . . . . . . . . . . . . . . . .  $18.2     $ 52.9     $183.1
  Restructuring and other unusual charges . . . . . . . . . . . .      -      (27.0)     116.8
                                                                   -----     ------     ------

     Total pretax charge  . . . . . . . . . . . . . . . . . . . .  $18.2     $ 25.9     $299.9
                                                                   =====     ======     ======



  The effects of these two plans were included in operating profit by business
segment and geography as follows:



                                                                     Year Ended December 31
                                                                   --------------------------
(Millions of dollars)                                               2000      1999       1998
- ---------------------------------------------------------------------------------------------


                                                                               

By Business Segment
  Tissue. . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $17.1     $19.9      $164.2
  Personal Care . . . . . . . . . . . . . . . . . . . . . . . . .    1.1      13.4       121.8
  Health Care . . . . . . . . . . . . . . . . . . . . . . . . . .      -      (1.3)       13.2
  Unallocated . . . . . . . . . . . . . . . . . . . . . . . . . .      -      (6.1)         .7
                                                                   -----     -----      ------

     Total pretax charge  . . . . . . . . . . . . . . . . . . . .  $18.2     $25.9      $299.9
                                                                   =====    ======      ======

By Geography
  North America . . . . . . . . . . . . . . . . . . . . . . . . .  $ 1.0     $ 6.4      $194.9
  Outside North America . . . . . . . . . . . . . . . . . . . . .   17.2      25.6       104.3
  Unallocated . . . . . . . . . . . . . . . . . . . . . . . . . .      -      (6.1)         .7
                                                                   -----    ------      ------

     Total pretax charge  . . . . . . . . . . . . . . . . . . . .  $18.2     $25.9      $299.9
                                                                   =====    ======      ======



  These two plans decreased operating profit and net income as follows:



                                                                     Year Ended December 31
                                                                   ---------------------------
(Millions of dollars)                                               2000      1999       1998
- ---------------------------------------------------------------------------------------------


                                                                               

Operating profit . . . . . . . . . . . . . . . . . . . . . . . .   $18.2     $25.9      $299.9
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . .    12.8      21.1       213.0






     Set forth below is a summary of the types and amounts recognized as accrued
expenses for these two plans together with cash payments made against such
accruals for the two years ended December 31, 2000.



                                                                              2000
                                                                      ---------------------
                                                           Balance                           Balance
(Millions  of  dollars)                                    12/31/99   Additions   Payments   12/31/00
- -----------------------------------------------------------------------------------------------------


                                                                                  
Workforce severance . . . . . . . . . . . . . . . . . . .   $16.5       $5.5      $(18.7)     $3.3
Environmental costs and lease contract terminations . . .     8.0          -        (3.0)      5.0
                                                            -----       ----      -------     ----

                                                            $24.5       $5.5      $(21.7)     $8.3
                                                            =====       ====      =======     ====






                                                                              1999
                                                                      ---------------------
                                                           Balance    Additions              Balance
(Millions of dollars)                                      12/31/98 (Reductions)  Payments   12/31/99
- -----------------------------------------------------------------------------------------------------


                                                                                  
Workforce severance . . . . . . . . . . . . . . . . . .     $ 53.3      $ 11.2    $(48.0)     $16.5
Asset removal costs . . . . . . . . . . . . . . . . . .       15.2        (8.9)     (6.3)         -
Environmental costs and lease contract terminations . .       41.2        (9.1)    (24.1)       8.0
Other costs . . . . . . . . . . . . . . . . . . . . . .       20.1       (12.1)     (8.0)         -
                                                            ------      -------   -------     -----

                                                            $129.8      $(18.9)   $(86.4)     $24.5
                                                            ======      =======   =======     =====



     These two plans were completed as of December 31, 2000. The accrued expense
balance of $8.3 million will be paid in accordance with the terms of the
applicable employee severance and other agreements.

OTHER INFORMATION

1999 Unusual Charges

     In 1999, the Corporation incurred $13.6 million of unusual business
improvement costs that were not related to the business improvement plans
discussed above. The costs, which primarily were for employee severance and
write off of assets removed from service, were charged to cost of products sold
when incurred.

Write-down of Certain Intangible and Other Assets

     In 1998, the carrying amounts of trademarks and unamortized goodwill of
certain European businesses were determined to be impaired and written down. In
addition, the Corporation began depreciating the cost of all newly acquired
personal computers ("PCs") over two years. In recognition of the change in
estimated useful lives, PC assets with a remaining net book value of $16.6
million became subject to accelerated depreciation charges. These charges, along
with $8.8 million of charges for write-downs of other assets and a loss on a
pulp contract, reduced 1998 operating profit $81.2 million and net income $64.7
million. Of the $81.2 million, $6.8 million was charged to cost of products sold
and $74.4 million was charged to general expense. In 1999, accelerated
depreciation on PCs reduced operating profit $8.3 million, $2.7 million of which
was charged to cost of products sold and $5.6 million was charged to general
expense. In 2000, accelerated depreciation on PCs reduced operating profit
$6.2 million, $2.0 million of which was charged to cost of products sold and
$4.2 million was charged to general expense. At September 30, 2000, these PCs
were fully depreciated.



     Approximately 91 percent of the 1998 write-down of certain intangible and
other assets and accelerated depreciation on PCs described above related to the
Personal Care segment and 9 percent related to the Tissue segment. In 2000 and
1999, 50 percent of $6.2 million and $8.3 million, respectively, of accelerated
depreciation was charged to each of the Personal Care and Tissue segments.

ANALYSIS OF CONSOLIDATED NET SALES  -  THREE YEARS ENDED DECEMBER 31, 2000



By Business Segment
                                                                  Net Sales
                                                     -----------------------------------
(Millions of dollars)                                   2000        1999         1998
- ----------------------------------------------------------------------------------------


                                                                      

Tissue. . . . . . . . . . . . . . . . . . . . . . .   $ 7,303.2   $ 6,968.8    $ 6,733.1
Personal Care . . . . . . . . . . . . . . . . . . .     5,437.6     5,138.1      4,596.5
Health Care and Other . . . . . . . . . . . . . . .     1,291.0       936.4      1,001.5
Intersegment sales. . . . . . . . . . . . . . . . .       (49.8)      (36.5)       (33.3)
                                                      ---------   ---------    ---------

  Consolidated. . . . . . . . . . . . . . . . . . .   $13,982.0   $13,006.8    $12,297.8
                                                      =========   =========    =========






By Geographic Area
                                                                  Net Sales
                                                     -----------------------------------
(Millions of dollars)                                   2000        1999         1998
- ----------------------------------------------------------------------------------------


                                                                        
United States . . . . . . . . . . . . . . . . . . .   $ 9,059.4   $ 8,392.5    $ 7,992.8
Canada. . . . . . . . . . . . . . . . . . . . . . .       990.3       843.4        785.1
Intergeographic sales . . . . . . . . . . . . . . .      (673.5)     (507.4)      (408.9)
                                                      ---------   ---------    ---------

  Total North America . . . . . . . . . . . . . . .     9,376.2     8,728.5      8,369.0

Europe. . . . . . . . . . . . . . . . . . . . . . .     2,474.5     2,544.7      2,471.2
Asia, Latin America, Africa and Middle East . . . .     2,680.5     2,084.6      1,766.2
Intergeographic sales . . . . . . . . . . . . . . .      (549.2)     (351.0)      (308.6)
                                                        -------   ---------    ---------

  Consolidated. . . . . . . . . . . . . . . . . . .   $13,982.0   $13,006.8    $12,297.8
                                                      =========   =========    =========



Commentary:

2000 versus 1999

     Consolidated net sales increased 7.5 percent above 1999. In 1999, the
Corporation closed its Mobile, Alabama pulp mill and sold its Southeast
Timberlands ("SET") and its pulp mill located in Miranda, Spain. Excluding the
revenues of these divested businesses, consolidated net sales increased more
than 8 percent. Sales volumes increased approximately 9 percent, with each
business segment contributing to the gain. While selling prices increased nearly
2 percent, changes in foreign currency exchange rates, primarily in Europe,
reduced consolidated net sales by almost 3 percent. Although the preceding
tables include the divested businesses, the following net sales commentary
excludes their results in order to facilitate a more meaningful discussion.

- -    Worldwide net sales of tissue products increased by more than 6 percent.
     Sales volumes grew 7 percent and selling price increases added 2 percent,
     while unfavorable currency exchange rate effects reduced net sales by 3
     percent. Excluding currency effects, net sales increased in each geographic
     region. The increase in sales volumes was primarily due to higher sales of
     Kleenex Cottonelle and Scott bathroom tissue and washroom systems in North
     America. Other significant contributors to the increase were household
     towels and wet wipes products in North America. Sales volumes in Europe
     benefited from the Attisholz Holding AG ("Attisholz") tissue brands
     acquired in



     June 1999. In Latin America, higher sales volumes accounted for
     the increase in net sales. On March 31, 2000, the Corporation increased its
     ownership interest in Hogla-Kimberly Limited ("Hogla"), its Israeli
     affiliate, to 50.1 percent and began to consolidate Hogla's results in
     April 2000.

- -    Worldwide net sales of personal care products were 5.8 percent higher
     primarily due to increased sales volumes.  Selling price increases of
     nearly 2 percent were offset by the negative effect of changes in foreign
     currency exchange rates. Net sales were higher in every geographic region.
     In North America, a slight decline in overall sales volumes was more than
     offset by increased selling prices. In Europe, sales volumes were 16
     percent greater, driven by strong sales of Huggies diapers. The net sales
     increase in Latin America was primarily due to continued expansion in sales
     volumes. Asia benefited from increased sales volumes of diapers and
     feminine care products in Korea and the acquisition of S-K Corporation, a
     former licensee, in Taiwan. The consolidation of Hogla also contributed to
     the overall higher sales volumes.

- -    Net sales for health care and other products increased 37.9 percent
     principally due to the acquisitions of Ballard Medical Products ("Ballard")
     in September 1999 and Safeskin Corporation ("Safeskin") in February 2000.

1999 versus 1998

     Consolidated net sales increased 5.8 percent above 1998. In 1998, the
Corporation sold K-C Aviation Inc. ("KCA"). Excluding the revenues of the
divested businesses for both years, consolidated net sales increased about 8
percent. Sales volumes increased approximately 9 percent, with each of the
business segments contributing to the gain. However, changes in foreign currency
exchange rates reduced consolidated net sales by about 1 percent, with favorable
effects in Korea being more than offset by unfavorable changes in Brazil and
Europe. Although the preceding tables include the divested businesses, the
following net sales commentary excludes their results in order to facilitate a
more meaningful discussion.

- -    Worldwide net sales of tissue products increased 5 percent. Sales volumes
     grew by nearly 6 percent, while slightly lower prices and unfavorable
     foreign currency exchange rate effects, primarily in Europe, reduced net
     sales by approximately 1 percent. The increase in sales volumes was
     primarily attributable to the contribution from the Attisholz tissue brands
     in Europe and improved sales of Kleenex Cottonelle and Scott bathroom
     tissue in North America. Other significant contributors to the increase
     were Kleenex facial tissue, washroom systems and wet wipes products, which
     more than offset a decline in sales volumes for household towels in North
     America. A portion of the tissue sales volume increase was due to
     operations in Colombia, in which the Corporation made an additional
     investment in late 1998 to gain majority ownership of certain Latin
     American equity companies (the "Colombian Investment").

- -    Worldwide net sales of personal care products were 11.8 percent greater
     primarily due to a 13 percent increase in sales volumes. A selling price
     increase of approximately 1 percent was more than offset by the negative
     effect of changes in foreign currency exchange rates of slightly more than
     2 percent. Net sales were higher in every geographic region. In North
     America, net sales increased across all brands, led by higher volumes for
     Huggies diapers. There was improvement in diaper sales in Europe and
     notably increased sales of personal care products in Korea. In addition, a
     portion of the increase in net sales was attributable to the Colombian
     Investment.

- -    Net sales for health care and other products increased 11 percent primarily
     due to sales volume growth for professional health care products, including
     the contribution from the acquisition of Ballard.



UNUSUAL ITEMS

     For purposes of this Management's Discussion and Analysis, and in order to
facilitate a meaningful discussion of the ongoing operations of the Corporation,
the items summarized in the following table are considered to be unusual items
("Unusual Items").



                                                                       Year Ended December 31
                                                                -----------------------------------
(Millions of dollars)                                              2000         1999          1998
- ---------------------------------------------------------------------------------------------------


                                                                                   
Charges (credits) to Operating Profit:
  Business Improvement and Other Programs:
     1998 and 1997 Plans . . . . . . . . . . . . . . . . . . . . $   18.2     $   25.9      $  299.9
     1999 unusual charges. . . . . . . . . . . . . . . . . . . .        -         13.6             -
  Write-down of certain intangible and other assets  . . . . . .      6.2          8.3          81.2
  Gains on disposals of assets . . . . . . . . . . . . . . . . .        -       (176.7)       (140.0)
  Patent settlement and accrued liability reversal . . . . . . .    (75.8)           -             -
  Litigation settlements . . . . . . . . . . . . . . . . . . . .     15.2            -             -
  Mobile pulp mill fees and related severance  . . . . . . . . .        -          9.0          42.3
  Business integration and other costs . . . . . . . . . . . . .     35.1         22.6          (3.3)
                                                                   ------     --------      --------

Net(credit) charge for unusual items   . . . . . . . . . . . . .     (1.1)       (97.3)        280.1
Operating profit as reported . . . . . . . . . . . . . . . . . .  2,633.8      2,435.4       1,697.7
                                                                 --------     --------      --------

Operating profit excluding unusual items . . . . . . . . . . . . $2,632.7     $2,338.1      $1,977.8
                                                                 ========     ========      ========



- -    A description of the items included in the 1998 and 1997 Plans, the 1999
     unusual charges and the write-down of certain intangible and other assets
     is contained in the Business Improvement and Other Programs section above.

- -    Gains on disposals of assets are primarily related to the sale of SET in
     1999 and the sale of KCA in 1998.

- -    In the first quarter of 2000, as part of settlement of a patent dispute,
     the Corporation was compensated for royalty income related to prior years.
     This settlement was recorded as other income. Also, certain estimated
     liabilities accrued under the terms of the agreement for the 1997 sale of a
     pulp and newsprint business were reversed to other income because no claims
     had been made by the buyer and the accrual ceased to be required.

- -    In the third and fourth quarters of 2000, the Corporation reached
     agreements to settle certain litigation and accordingly recorded charges
     related to these settlements.

- -    In 1999, the Corporation recorded workforce severance costs related to the
     sale of SET. In 1998, a contract cancellation fee and workforce severance
     costs related to the closure of the Mobile pulp mill were recorded.

- -    As part of the integration of acquired businesses, Attisholz, Ballard and
     Safeskin, certain costs related to assimilating these operations were
     expensed as incurred in 1999 and 2000. In addition, the Corporation has
     incurred certain costs related to the reorganizations of its North American
     professional health care and European away-from-home sales forces, which
     were recorded in 2000.

     The items displayed in the preceding table have been excluded from
operating profit in the "Excluding Unusual Items" columns in the following
Consolidated Operating Profit tables.



ANALYSIS OF CONSOLIDATED OPERATING PROFIT - THREE YEARS ENDED
DECEMBER 31, 2000

By Business Segment



                                            2000                   1999                     1998
                                    ----------------------- ----------------------- --------------------
                                               EXCLUDING               Excluding               Excluding
                                       AS       UNUSUAL        As       Unusual        As       Unusual
(Millions of dollars)               REPORTED     ITEMS      Reported     Items      Reported     Items
- --------------------------------------------------------------------------------------------------------


                                                                             
Tissue. . . . . . . . . . . . .     $1,305.0   $1,339.8     $1,114.1   $1,171.3     $  921.3   $1,135.7
Personal Care . . . . . . . . .      1,136.7    1,141.9      1,092.8    1,109.1        588.7      785.3
Health Care and Other . . . . .        186.1      205.6        154.3      161.9        161.2      173.7
Other income (expense), net . .        104.2       43.6        180.0        3.3        124.4      (15.6)
Unallocated - net . . . . . . .        (98.2)     (98.2)      (105.8)    (107.5)       (97.9)    (101.3)
                                    --------   --------      -------   --------     --------   --------

  Consolidated. . . . . . . . .     $2,633.8   $2,632.7     $2,435.4   $2,338.1     $1,697.7   $1,977.8
                                    ========   ========     ========   ========     ========   ========



By Geographic Area



                                           2000                   1999                     1998
                                    ----------------------- ----------------------- --------------------
                                               EXCLUDING               Excluding               Excluding
                                       AS       UNUSUAL        As       Unusual        As       Unusual
(Millions of dollars)               REPORTED     ITEMS      Reported     Items      Reported     Items
- --------------------------------------------------------------------------------------------------------


                                                                             
United States . . . . . . . . .     $1,937.1   $1,972.0     $1,821.9   $1,868.8     $1,407.2   $1,663.4
Canada. . . . . . . . . . . . .        211.3      212.7        105.3      110.9        112.7      104.8
Europe. . . . . . . . . . . . .        149.7      172.9        183.3      219.8        (39.7)     123.1
Asia, Latin America, Africa and
  Middle East . . . . . . . . .        329.7      329.7        250.7      242.8        191.0      203.4
Other income (expense), net . .        104.2       43.6        180.0        3.3        124.4      (15.6)
Unallocated - net . . . . . . .        (98.2)     (98.2)      (105.8)    (107.5)       (97.9)    (101.3)
                                    ---------  ---------    ---------  ---------    ---------  ---------

  Consolidated. . . . . . . . .     $2,633.8   $2,632.7     $2,435.4   $2,338.1     $1,697.7   $1,977.8
                                    ========   ========     ========   ========     ========   ========



Note: Unallocated - net consists of expenses not associated with the business
segments or geographic  areas.

Commentary:

2000 versus 1999

     Excluding the Unusual Items, operating profit increased 12.6 percent, and
operating profit as a percentage of net sales increased from 18.0 percent in
1999 to 18.8 percent in 2000. The increase in operating profit was primarily
driven by the higher sales volumes. In addition, selling price increases and
manufacturing cost improvements combined to more than offset the higher cost
of raw materials, primarily pulp costs, and increased goodwill amortization.
The following commentary excludes the Unusual Items in both years.

- -    Operating profit for tissue products was greater by 14.4 percent primarily
     due to increased selling prices and sales volumes that combined to more
     than offset the higher costs of raw materials. In North America, increased
     sales volumes and reduced manufacturing costs for Kleenex Cottonelle and
     Scott bathroom tissue and higher selling prices and sales volumes for towel
     products were the principal contributors to improved results. In Europe,
     increased sales volumes did not offset the negative impact of higher pulp
     prices and currency effects.



- -    Operating profit for personal care products increased 3.0 percent as
     increased sales volumes and selling prices combined to more than offset
     higher raw materials costs and greater advertising and promotion expense,
     which was incurred to support launches of new products and geographic
     expansion. Higher sales volumes for diapers in Europe and diapers and
     feminine care products in Korea and selling price increases in North
     America, principally for diapers and feminine care products, were major
     contributors to the results achieved.

- -    Operating profit for the health care and other segment increased 27.0
     percent principally due to the additional sales volumes associated with the
     Ballard and Safeskin acquisitions.

- -    Operating profit in North America benefited from a pension credit,
     primarily attributable to favorable returns on pension assets, which more
     than offset higher costs for other postretirement benefits.

- -    Other income (expense), net increased primarily due to favorable foreign
     currency effects and gains on minor asset sales.

1999 versus 1998

     Excluding the Unusual Items, operating profit increased 18.2 percent, and
operating profit as a percentage of net sales increased to 18.0 percent in 1999
from 16.1 percent in 1998. Excluding the divested businesses and the Unusual
Items for both years, operating profit increased 20.0 percent. The increase in
operating profit was driven by the higher sales volumes, with productivity
improvements and other manufacturing cost efficiencies contributing to the gain.
The benefits of these improvements more than offset the additional investments
in marketing and product improvement initiatives. The following commentary
excludes the Unusual Items and the results of divested businesses in both years.

- -    Operating profit for tissue products increased slightly more than 4 percent
     primarily due to higher sales volumes for facial and bathroom tissue and
     wet wipes products in North America, the Attisholz acquisition in Europe
     and the Colombian  Investment. The sales growth along with manufacturing
     efficiencies more than offset the increased marketing costs for new Kleenex
     Cottonelle bathroom tissue and improved Scott towels and bathroom tissue in
     North America.

- -    Operating profit for personal care products increased 41.2 percent, led by
     results in North America where the higher sales volumes, manufacturing cost
     reductions and selling price increases more than offset increased marketing
     costs. Operating profit also benefited from contributions by Europe due to
     the increased diaper sales volume, other cost savings and lower marketing
     expense and the Colombian Investment.

- -    Operating profit for the health care and other segment increased nearly
     3 percent primarily due to increased sales volumes for professional health
     care products, which benefited from the Ballard acquisition.

- -    Other income (expense), net increased due to lower adverse currency
     effects.


ADDITIONAL INCOME STATEMENT COMMENTARY

2000 versus 1999

- -    Interest expense increased due to both higher average debt levels and
     increased interest rates.



- -    The Corporation's effective income tax rate was 31.1 percent in 2000
     compared with 32.4 percent in 1999. Excluding the Unusual Items from both
     years, the Corporation's effective income tax rate was 31.0 percent in 2000
     compared with 32.1 percent in 1999. The lower effective tax rate was
     primarily due to tax initiatives.

- -    The Corporation's share of net income of equity companies was $186.4
     million in 2000 compared with $189.6 million in 1999. The decrease was
     primarily due to the previously mentioned consolidation of Hogla in 2000.

- -    Minority owners' share of subsidiaries' net income increased in 2000
     primarily due to improved results of the Corporation's majority owned
     subsidiaries in the Andean region and the consolidation of Hogla.

- -    On a diluted share basis, net income was $3.31 per share in 2000 compared
     with $3.09 per share in 1999, an increase of 7.1 percent. Excluding the
     Unusual Items in both years, earnings from operations were $3.32 per share
     in 2000 compared with $2.98 per share in 1999, an increase of 11.4 percent.

1999 versus 1998

- -    Interest expense increased primarily due to higher average debt levels.

- -    The Corporation's effective income tax rate was 32.4 percent in 1999
     compared with 34.3 percent in 1998. Excluding the Unusual Items from both
     years, the Corporation's effective income tax rate was 32.1 percent in 1999
     compared with 32.0 percent in 1998.

- -    The Corporation's share of net income of equity companies was $189.6
     million in 1999 compared with $146.3 million in 1998, excluding a charge
     related to the change in value of the Mexican peso in 1998. The increase
     was primarily due to the results of Kimberly-Clark de Mexico, S.A. de C.V.,
     which benefited from higher selling prices and increased sales volumes.

- -    Minority owners' share of subsidiaries' net income increased in 1999
     primarily due to the previously mentioned Colombian Investment and the
     improved results of the Corporation's majority owned subsidiary in Korea.

- -    On a diluted share basis, net income was $3.09 per share in 1999 compared
     with $1.99 per share in 1998, an increase of 55.3 percent. Excluding the
     Unusual Items in both years, the charge for the devaluation of the Mexican
     peso and the cumulative effect of the accounting change for start-up costs
     in 1998, earnings from operations were $2.98 per share in 1999 compared
     with $2.44 per share in 1998, an increase of 22.1 percent.


SALES OF PRINCIPAL PRODUCTS



(Billions of dollars)                    2000            1999            1998
- ------------------------------------------------------------------------------


                                                                
Tissue-based products . . . . . . . .    $ 6.4           $ 5.9           $ 5.7
Diapers . . . . . . . . . . . . . . .      3.2             3.0             2.6
All other . . . . . . . . . . . . . .      4.4             4.1             4.0
                                         -----           -----           -----

  Consolidated. . . . . . . . . . . .    $14.0           $13.0           $12.3
                                         =====           =====           =====




LIQUIDITY AND CAPITAL RESOURCES



                                                                             Year Ended December 31
                                                                         -----------------------------
(Millions of dollars)                                                          2000          1999
- ------------------------------------------------------------------------------------------------------


                                                                                      
Cash provided by operations. . . . . . . . . . . . . . . . . . . . . . . .   $2,133.2      $2,139.9
Capital spending . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    1,170.3         786.4
Acquisitions of businesses, net of cash acquired . . . . . . . . . . . . .      294.5         271.9
Proceeds from dispositions of property, businesses and investments . . . .       97.6         115.2
Proceeds from notes receivable . . . . . . . . . . . . . . . . . . . . . .      220.0         383.0
Ratio of net debt to capital . . . . . . . . . . . . . . . . . . . . . . .       35.2%         28.9%
Pretax interest coverage - times . . . . . . . . . . . . . . . . . . . . .       11.4          11.4



Cash Flow Commentary:

- -    Cash provided by operations was essentially even with last year. Net income
     plus noncash charges included in net income increased to $2.5 billion in
     2000 compared with $2.2 billion in 1999. The Corporation invested $338.3
     million in working capital in 2000, including the effect of the timing of
     income tax payments, versus $61.5 million in 1999.

- -    Approximately $22 million and $86 million of cash payments were charged
     to the accruals for the Business Improvement and Other Programs in 2000 and
     1999, respectively.

- -    Capital spending in 2000 increased nearly $384 million over 1999 in large
     part due to the Corporation's continued investments in its proprietary
     technologies for tissue, wet wipes and adult care products in North America
     and for diaper manufacturing outside North America.

- -    In June 2000, the Corporation transferred $220 million of notes receivable
     for cash to a noncontrolled special purpose entity in which the Corporation
     has a minority voting interest. This transfer resulted in no gain or loss
     to the Corporation.

Financing Commentary:

- -    In 2000, the Corporation repurchased 21.0 million shares of its common
     stock in connection with its share repurchase program at a total cost of
     nearly $1.2 billion. At December 31, 2000, authority to repurchase 36.5
     million shares remained under February and November 2000 repurchase
     authorities from the Corporation's board of directors. In 1999, the
     Corporation repurchased 13.5 million shares of its common stock at a total
     cost of about $750 million.

- -    At December 31, 2000, total debt was $3.5 billion, an increase of almost
     $.8 billion above the prior year-end total. Net debt (total debt net of
     cash, cash equivalents and, at December 31, 1999, $220 million of long-term
     notes receivable) was nearly $3.3 billion at December 31, 2000 compared
     with almost $2.2 billion at December 31, 1999. The Corporation's ratio of
     net debt to capital was 35.2  percent, approximately the mid-point of the
     Corporation's targeted range of 30 to 40  percent.

- -    Excluding the Unusual Items in both years, the pretax interest coverage
     ratio was 11.4 in 2000 and 11.0 in 1999.

- -    On July 27, 2000, the Corporation issued $300 million aggregate principal
     amount of 7.10 percent notes due August 1, 2007.



- -    Revolving credit facilities of $1.1 billion, which were unused at
     December 31, 2000, are in place for general corporate purposes and to back
     up commercial paper borrowings.

- -    The Corporation's long-term debt securities have a Double-A rating and its
     commercial paper is rated in the top category.

Other Commentary:

- -    On January 31, 2001, the Corporation completed the acquisition of Linostar
     S.p.A., a leading Italian-based diaper manufacturer that produces and
     markets Lines, Italy's second largest diaper brand. The Corporation intends
     to account for this acquisition using the purchase method.

- -    Management believes that the Corporation's ability to generate cash from
     operations and its capacity to issue short-term and long-term debt are
     adequate to fund working capital, capital spending and other needs in the
     foreseeable future.


MARKET RISK SENSITIVITY AND INFLATION RISKS

     As a multinational enterprise, the Corporation is exposed to changes in
foreign currency exchange rates, interest rates and commodity prices. A variety
of practices are employed to manage these market risks, including operating and
financing activities and, where deemed appropriate, the use of derivative
instruments. Derivative instruments are used only for risk management purposes
and not for speculation or trading. All derivative instruments are either
exchange traded or are entered into with major financial institutions in order
to reduce credit risk and risk of nonperformance by third parties.

Foreign Currency Risk

     Foreign currency risk is managed by the use of foreign currency forward,
swap and option contracts. The use of these contracts allows management of
transactional exposure to exchange rate fluctuations because the gains or losses
incurred on the derivative instruments will offset, in whole or in part, losses
or gains on the underlying foreign currency exposure. Management of foreign
currency transactional exposures was not changed during 2000, and management
does not foresee or expect any significant change in such exposures or in the
strategies it employs to manage them in the near future.

     Foreign currency contracts and transactional exposures are sensitive to
changes in foreign currency exchange rates. As of December 31, 2000, a 10
percent unfavorable change in the exchange rate of the U.S. dollar against the
prevailing market rates of foreign currencies involving transactional exposures
would have resulted in a net pretax loss of approximately $51 million. These
hypothetical gains or losses on foreign currency contracts and transactional
exposures are defined as the difference between the contract rates and the
hypothetical exchange rates. In the view of management, the above losses
resulting from the hypothetical changes in foreign currency exchange rates are
not material to the Corporation's consolidated financial position, results of
operations or cash flows.

Interest Rate Risk

     Interest rate risk is managed through the maintenance of a portfolio of
variable- and fixed-rate debt composed of short- and long-term instruments. The
objective is to maintain a cost-effective mix that management deems appropriate.
At December 31, 2000, the debt portfolio was composed of approximately 49
percent variable-rate debt, adjusted for the effect of variable-rate assets, and
51 percent fixed-rate debt. The strategy employed to manage exposure to interest
rate fluctuations did



not change significantly during 2000, and management does not foresee or expect
any significant changes in its exposure to interest rate fluctuations or in how
such exposure is managed in the near future.

     Various outstanding interest-bearing instruments are sensitive to changes
in interest rates. Interest rate changes would result in gains or losses in the
market value of fixed-rate debt due to differences between the current market
interest rates and the rates governing these instruments. With respect to
fixed-rate debt outstanding at December 31, 2000, a 10 percent change in
interest rates would have resulted in no material change in the fair value of
fixed-rate debt. With respect to commercial paper and other variable-rate debt,
a 10 percent increase in interest rates would have had no material effect on the
future results of operations.

Commodity Price Risk

     The Corporation is subject to commodity price risk, the most significant of
which relates to the price of pulp. Selling prices of tissue products are
influenced, in part, by the market price for pulp, which is determined by
industry supply and demand. On a worldwide basis, the Corporation supplies
approximately 40 percent of its virgin fiber needs from internal pulp
manufacturing operations. Management still intends to reduce its level of pulp
integration, when market conditions permit, to approximately 25 percent, and
such a reduction in pulp integration, if accomplished, could increase the
Corporation's commodity price risk. Specifically, increases in pulp prices
could adversely affect earnings if selling prices are not adjusted or if such
adjustments significantly trail the increases in pulp prices. Derivative
instruments have not been used to manage these risks. Management does not
believe that commodity price risk is material to the Corporation's business or
its consolidated financial position, results of operations or cash flows.

Inflation Risk

     The Corporation's inflation risk is managed on an entity-by-entity basis
through selective price increases, productivity increases and cost-containment
measures. Management does not believe that inflation risk is material to the
Corporation's business or its consolidated financial position, results of
operations or cash flows.


CONTINGENCIES AND LEGAL MATTERS

     In April 1998, the U.S. Environmental Protection Agency enacted new and
more stringent air emission and water discharge regulations, referred to as the
Cluster Rule, that impose additional pollution control requirements on the
Corporation's pulp production facilities. These rules would have required the
Corporation to spend more than $250 million to meet the Cluster Rule
requirements at its Mobile, Alabama pulp mill. Sappi Fine Paper (S.D. Warren
Company), a producer of printing and publishing papers, had purchased
approximately one-third of the pulp mill's output. On May 4, 1998, S.D. Warren
and the Corporation announced an agreement to terminate their pulp supply
contract effective September 1, 1999. As a result of the cancellation of the
pulp supply contract and the cost of implementing the Cluster Rule, on
May 5, 1998, the Corporation announced its intention to dispose of its entire
integrated pulp operation in Mobile, Alabama, including the related sale of
the associated woodlands operations (the "Southeast Timberlands") and the
closure of its pulp production facility. The pulp facility was shut down in
August 1999. Closure of the pulp mill resulted in the elimination of
approximately 450 jobs, and severance costs of $18.0 million for these employees
were charged to cost of products sold in the third quarter of 1998, at the time
the employees were notified of their termination benefits.



     On September 30, 1999, the Corporation sold approximately 460,000 acres of
the Southeast Timberlands to Joshua Timberlands, LLC for notes receivable with
approximate face value of $400 million ("Joshua Notes"). The Joshua Notes, which
were recorded at their fair value of approximately $383 million, bear interest
initially at floating rates based on LIBOR less 15 basis points and are backed
by irrevocable standby letters of credit issued by a major money-center bank,
are due September 30, 2009 and are extendable in additional five-year increments
up to September 30, 2029, at the option of the note holder. Additional acres of
such timberland and related equipment were sold to other buyers prior to
September 30, 1999 for $66 million in cash. The closure of the pulp mill
combined with the sale of the related timberlands resulted in a pretax gain of
$153.3 million, which was recorded in other (income) expense, net. The after-tax
effect of the transaction was a gain of $95.7 million, or $.18 per share.

     In November 1999, the Joshua Notes were transferred for cash to a
noncontrolled special purpose entity ("SPE") in which the Corporation has a
minority voting interest. The transfer of the Joshua Notes, which was accounted
for as a sale, resulted in no gain or loss to the Corporation. The SPE is
accounted for as an equity investment.

     In connection with the Mobile pulp mill closure, on May 5, 1998, the
Corporation gave notice to Mobile Energy Services Company, L.L.C. ("MESC") of
its intent to terminate a long-term energy services contract. The resulting
termination penalty of $24.3 million was charged to cost of products sold in
the second quarter of 1998. On January 14, 1999, MESC and related parties
(the "Debtors") filed for Chapter 11 bankruptcy protection and instituted an
action against the Corporation claiming unspecified damages in connection with
the pulp mill closure.

     On December 31, 1999, a joint motion (the "Motion") was filed with the U.S.
Bankruptcy Court (the "Court") seeking approval of a settlement agreement and
compromise of claims and pending litigation against the Corporation arising from
the closure of the pulp mill and termination of the energy services contract.
Under the proposed settlement agreement, the Corporation agreed to pay MESC at
closing approximately $30 million, subject to certain adjustments. The Court
granted the Motion on January 24, 2000. Closing of the settlement would be
subject to, among other conditions, the Debtors filing a plan of reorganization
from bankruptcy and the ultimate approval of that plan by the Court. The
approximate $30 million payment, which will be accrued when the conditions for
settlement are met, is in addition to $24.3 million previously accrued by the
Corporation. In addition, the proposed settlement provides, among other things,
an agreement by MESC to provide energy to the Corporation's Mobile tissue mill
at market rates.

     In August 2000, the Debtors filed a plan of reorganization with the Court
that  would  implement the settlement agreement.  During the fourth quarter of
2000,  several  crucial elements of the Debtors' plan became no longer viable.
As  a  result,  the  Debtors  have  sought and received from the Court and the
Corporation  several  extensions  of  deadlines  contained  in  the settlement
agreement.

     Because  of  uncertainty  involving  the  Debtors'  business  plans,  the
settlement agreement may not be finalized and approved by the Court.
Consequently, the Corporation has developed contingency plans  to minimize or
avoid disruption to its Mobile operations in the event that MESC is unable or
unwilling to supply energy to the Mobile tissue mill. If the settlement
agreement is not finalized, the litigation and arbitration proceedings between
the Corporation and the Debtors could resume. The outcome of the MESC
litigation, arbitration and settlement is not expected to have a material
adverse effect on the Corporation's business, financial condition or results
of operations.




ENVIRONMENTAL MATTERS

     The Corporation is subject to federal, state and local environmental
protection laws and regulations with respect to its business operations and is
operating in compliance with, or taking action aimed at ensuring compliance
with, such laws and regulations. Compliance with these laws and regulations is
not expected to have a material adverse effect on the Corporation's business or
results of operations. The Corporation has been named as a potentially
responsible party at a number of waste disposal sites, none of which,
individually or in the aggregate, in management's opinion, is likely to have
a material adverse effect on the Corporation's business, financial condition
or results of operations.


NEW PRONOUNCEMENTS

     Statement of Financial Accounting Standards ("SFAS") 133, Accounting for
Derivative Instruments and Hedging Activities, was issued in 1998 and amended
in 2000 by SFAS 138, Accounting for Certain Derivative Instruments and Hedging
Activities. SFAS 133, which will be adopted January 1, 2001, will require that
all derivatives be recorded on the balance sheet at fair value. Derivatives that
are not hedges must be adjusted to fair value through income. If the derivative
is a hedge, depending on the nature of the hedge, changes in the fair value of
derivatives will either be offset against the change in fair value of the hedged
assets, liabilities, or firm commitments through earnings or recognized in other
comprehensive income until the hedged item is recognized in earnings. The
ineffective portion of a derivative's change in fair value will be immediately
recognized in earnings.  The Corporation has completed an inventory of its
derivative instruments and has determined which of these derivatives qualify for
hedge accounting. Based on its derivative positions at December 31, 2000, the
Corporation will, upon adoption, recognize the cumulative effect of an
accounting change as a pretax loss of approximately $.5 million in other
(income) expense, net and an after-tax gain of $1.5 million in other
comprehensive income.

     During 2000, the Emerging Issues Task Force ("EITF") of the Financial
Accounting Standards Board issued EITF 00-14, Accounting for Certain Sales
Incentives. Under EITF 00-14, the face value of consumer coupons must be
recorded at the time they are issued based upon estimated redemptions and
classified along with similar discounts as a reduction in sales revenue. The
effective date of EITF 00-14 is the second quarter of 2001. The Corporation
has historically followed the practice of recording the face value of coupons
based upon estimated redemptions as promotion expense in the period that the
related sales revenue is recognized. The Corporation will adopt EITF 00-14 in
the second quarter of 2001 and will reclassify the face value of coupons and
similar discounts ("Discounts") as a reduction in revenue for all periods
presented. Discounts recorded as promotion expense were approximately $186
million, $204 million and $158 million in 2000, 1999 and 1998, respectively.
Upon adoption of EITF 00-14, the Corporation will report a cumulative effect
of a change in accounting principle resulting from a change in the period for
recognizing the face value of coupons. The net income effect of this change
is currently estimated to be an after-tax charge equal to $.02 per share.


OUTLOOK

     The Corporation expects 2001 to be a year of continued growth that will
provide it opportunity to build on its global franchises. The Corporation
intends to invest more than $50 million in comprehensive marketing programs
and start-up costs to support the introduction of its new Cottonelle Fresh
rollwipes, making it one of the most significant new product launches in the
Corporation's history. The Corporation will also incur start-up costs for
its new tissue machines in Oklahoma and Tennessee.  Additionally, the
Corporation expects to expand its diaper business in Europe with the
acquisition of Linostar. The Corporation's objectives remain unchanged. The
Corporation is continuing to target sales increases of 6 to 8 percent and
double-digit increases in earnings per share from operations annually.



INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS

     Certain matters discussed in this report concerning, among other things,
the business outlook, including new product introductions, cost savings and
acquisitions, anticipated financial and operating results, strategies,
contingencies and contemplated transactions of the Corporation constitute
forward-looking statements and are based upon management's expectations and
beliefs concerning future events impacting the Corporation. There can be no
assurance that these events will occur or that the Corporation's results will
be as estimated.

     The assumptions used as a basis for the forward-looking statements include
many estimates that, among other things, depend on the achievement of future
cost savings and projected volume increases.  Furthermore, the Corporation has
assumed that it will continue to identify suitable acquisition candidates in
those product markets where it intends to grow by acquisition. In  addition,
many factors outside the control of the Corporation, including the prices of the
Corporation's raw materials, potential competitive pressures on selling prices
or advertising and promotion expenses for the Corporation's products, and
fluctuations in foreign currency exchange rates, as well as general economic
conditions in the markets in which the Corporation does business, also could
impact the realization of such estimates.

     For a description of these and other factors that could cause the
Corporation's future results to differ materially from those expressed in any
such forward-looking statements, see the section of Part I, Item I of the
Corporation's Annual Report on Form 10-K entitled "Factors That May Affect
Future Results."



CONSOLIDATED  INCOME  STATEMENT
Kimberly-Clark  Corporation  and  Subsidiaries





                                                               Year  Ended  December  31
                                                           ---------------------------------
(Millions  of  dollars,  except  per  share  amounts)        2000        1999        1998
- --------------------------------------------------------------------------------------------


                                                                         
NET SALES. . . . . . . . . . . . . . . . . . . . . . . .  $13,982.0   $13,006.8   $12,297.8
  Cost of products sold. . . . . . . . . . . . . . . . .    8,228.5     7,681.6     7,700.2
                                                          ----------  ----------  ----------

GROSS PROFIT . . . . . . . . . . . . . . . . . . . . . .    5,753.5     5,325.2     4,597.6
  Advertising, promotion and selling expenses. . . . . .    2,122.7     2,097.8     1,937.4
  Research expense . . . . . . . . . . . . . . . . . . .      277.4       249.8       224.8
  General expense. . . . . . . . . . . . . . . . . . . .      742.1       707.4       717.0
  Goodwill amortization. . . . . . . . . . . . . . . . .       81.7        41.8        33.3
  Restructuring and other unusual charges. . . . . . . .          -       (27.0)      111.8
  Other (income) expense, net. . . . . . . . . . . . . .     (104.2)     (180.0)     (124.4)
                                                          ----------  ----------  ----------

OPERATING PROFIT. . . . . . . . . . . . . . . . . . . . .   2,633.8     2,435.4     1,697.7
  Interest income . . . . . . . . . . . . . . . . . . . .      24.0        29.4        24.3
  Interest expense. . . . . . . . . . . . . . . . . . . .    (221.8)     (213.1)     (198.7)
                                                          ----------  ----------  ----------

INCOME BEFORE INCOME TAXES. . . . . . . . . . . . . . . .   2,436.0     2,251.7     1,523.3
  Provision for income taxes. . . . . . . . . . . . . . .     758.5       730.2       522.2
                                                          ----------  ----------  ----------

INCOME BEFORE EQUITY INTERESTS. . . . . . . . . . . . . .   1,677.5     1,521.5     1,001.1
  Share of net income of equity companies . . . . . . . .     186.4       189.6       137.1
  Minority owners' share of subsidiaries' net income. . .     (63.3)      (43.0)      (23.9)
                                                          ----------  ----------  ----------

INCOME BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE. . .   1,800.6     1,668.1     1,114.3
  Cumulative effect of accounting change,
    net of income taxes. . . . . . . . . . . . . . . . .          -           -       (11.2)
                                                          ----------  ----------  ----------

NET INCOME . . . . . . . . . . . . . . . . . . . . . . .  $ 1,800.6   $ 1,668.1   $ 1,103.1
                                                          ==========  ==========  ==========

PER SHARE BASIS
    BASIC
    Income before cumulative effect of accounting change  $    3.34   $    3.11   $    2.02
                                                          ==========  ==========  ==========
    Net income . . . . . . . . . . . . . . . . . . . . .  $    3.34   $    3.11   $    2.00
                                                          ==========  ==========  ==========

    DILUTED
    Income before cumulative effect of accounting change  $    3.31   $    3.09   $    2.01
                                                          ==========  ==========  ==========
    Net income . . . . . . . . . . . . . . . . . . . . .  $    3.31   $    3.09   $    1.99
                                                          ==========  ==========  ==========

See  Notes  to  Consolidated  Financial  Statements.



CONSOLIDATED  BALANCE  SHEET
Kimberly-Clark  Corporation  and  Subsidiaries





                                                         December  31
                                                   ------------------------
(Millions  of  dollars)          ASSETS              2000            1999
- ---------------------------------------------------------------------------


                                                            

CURRENT ASSETS

  Cash and cash equivalents . . . . . . . . . . .   $   206.5     $   322.8

  Accounts receivable . . . . . . . . . . . . . .     1,809.6       1,600.6

  Inventories . . . . . . . . . . . . . . . . . .     1,390.4       1,239.9

  Deferred income taxes . . . . . . . . . . . . .       287.1         311.4

  Prepaid expenses and other. . . . . . . . . . .        96.3          81.5
                                                    ---------     ---------

    TOTAL CURRENT ASSETS. . . . . . . . . . . . .     3,789.9       3,556.2

PROPERTY

  Land. . . . . . . . . . . . . . . . . . . . . .       239.2         190.7

  Buildings . . . . . . . . . . . . . . . . . . .     1,854.4       1,739.2

  Machinery and equipment . . . . . . . . . . . .     9,135.1       8,811.7

  Construction in progress. . . . . . . . . . . .       786.1         408.8
                                                    ---------     ---------

                                                     12,014.8      11,150.4

  Less accumulated depreciation . . . . . . . . .     5,096.3       4,858.8
                                                    ---------     ---------

    NET PROPERTY. . . . . . . . . . . . . . . . .     6,918.5       6,291.6

INVESTMENTS IN EQUITY COMPANIES . . . . . . . . .       798.8         863.1

GOODWILL, NET OF ACCUMULATED AMORTIZATION . . . .     2,009.9       1,246.1

OTHER ASSETS. . . . . . . . . . . . . . . . . . .       962.7         858.5
                                                    ---------     ---------

                                                    $14,479.8     $12,815.5
                                                    =========     =========


See  Notes  to  Consolidated  Financial  Statements.








                                                                                  December  31
                                                                             ---------------------
         LIABILITIES  AND  STOCKHOLDERS'  EQUITY                              2000           1999
- --------------------------------------------------------------------------------------------------








                                                                                   
CURRENT LIABILITIES

  Debt payable within one year. . . . . . . . . . . . . . . . . . . . . . .  $ 1,490.5   $   782.4

  Trade accounts payable. . . . . . . . . . . . . . . . . . . . . . . . . .      872.8       780.4

  Other payables. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      303.1       245.3

  Accrued expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . .    1,239.8     1,312.1

  Accrued income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . .      523.5       584.6

  Dividends payable . . . . . . . . . . . . . . . . . . . . . . . . . . . .      144.2       141.0
                                                                            ----------  ----------

    TOTAL CURRENT LIABILITIES . . . . . . . . . . . . . . . . . . . . . . .    4,573.9     3,845.8

LONG-TERM DEBT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    2,000.6     1,926.6

NONCURRENT EMPLOYEE BENEFIT AND OTHER OBLIGATIONS . . . . . . . . . . . . .      869.2       868.5

DEFERRED INCOME TAXES . . . . . . . . . . . . . . . . . . . . . . . . . . .      987.5       836.9

MINORITY OWNERS' INTERESTS IN SUBSIDIARIES. . . . . . . . . . . . . . . . .      281.3       244.6


STOCKHOLDERS' EQUITY

  Preferred stock - no par value - authorized 20.0 million shares,
    none issued . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          -           -

  Common stock - $1.25 par value - authorized 1.2 billion shares;
    issued 568.6 million shares at December 31, 2000 and 1999 . . . . . . .      710.8       710.8

  Additional paid-in capital. . . . . . . . . . . . . . . . . . . . . . . .      412.3       166.4

  Common stock held in treasury, at cost - 35.2 million and 28.0 million
    shares at December 31, 2000 and 1999, respectively. . . . . . . . . . .   (1,974.1)   (1,420.4)

  Accumulated other comprehensive income (loss) . . . . . . . . . . . . . .   (1,337.6)   (1,114.8)

  Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . .    7,982.0     6,764.6

  Unearned compensation on restricted stock . . . . . . . . . . . . . . . .      (26.1)      (13.5)
                                                                             ----------  ----------

    TOTAL STOCKHOLDERS' EQUITY. . . . . . . . . . . . . . . . . . . . . . .    5,767.3     5,093.1
                                                                             ----------  ----------

                                                                             $14,479.8   $12,815.5
                                                                             ==========  ==========







CONSOLIDATED  STATEMENT  OF  STOCKHOLDERS'  EQUITY
Kimberly-Clark  Corporation  and  Subsidiaries


                                 Common Stock                                 Accumulated               Unearned    Total
                                    Issued        Additional Treasury Stock      Other                Compensation  Stock-   Compre-
(Millions of dollars,         -------------------   Paid-In  ---------------  Comprehensive Retained on Restricted holders'  hensive
except share amounts)            Shares    Amount   Capital  Shares   Amount  Income(Loss)  Earnings    Stock        Equity  Income
- ------------------------------------------------------------------------------------------------------------------------------------

                                                                                             
Balance at
  December 31, 1997 . . . . . .568,596,810 $710.8  $113.3  12,250,368  $(617.1)  $(966.6)   $5,099.9    $    -   $4,340.3
Shares issued for the
  exercise of stock options
  and awards. . . . . . . . . .          -      -   (43.8) (1,643,718)    82.1         -           -         -       38.3
Stock option income tax
  benefits. . . . . . . . . . .          -      -    16.8           -        -         -           -         -       16.8
Shares purchased for
  treasury. . . . . . . . .              -      -       -  19,732,752   (919.7)        -           -         -     (919.7)
Comprehensive income:
  Net income. . . . . . . . . .          -      -       -           -        -         -     1,103.1         -    1,103.1  $1,103.1
  Other comprehensive
    income (loss):
      Unrealized translation
        adjustments . . . . . .          -      -       -           -        -       3.1           -         -        3.1       3.1
      Minimum pension liability
        adjustment. . . . . . .          -      -       -           -        -       (.8)          -         -        (.8)      (.8)
                                                                                                                           --------
Comprehensive income. . . . . .          -      -       -           -        -         -           -         -          -  $1,105.4
                                                                                                                           ========
Dividends declared on
  common shares . . . . . . . .          -      -       -           -        -         -      (549.6)        -     (549.6)
                                 --------- ------ ------- ----------- --------- --------    --------    ------   --------  --------
Balance at
  December 31, 1998 . . . . . .568,596,810  710.8    86.3  30,339,402  (1,454.7)  (964.3)    5,653.4         -    4,031.5
Shares issued for the
  exercise of stock options
  and awards. . . . . . . . . .          -      -   (48.2) (2,189,629)    108.9        -           -         -       60.7
Stock option income tax
  benefits. . . . . . . . . . .          -      -    28.5           -         -        -           -         -       28.5
Shares purchased for
  treasury. . . . . . . . . . .          -      -       -  13,940,653    (779.0)       -           -         -     (779.0)
Shares issued for the
  acquisition of Ballard
  Medical Products. . . . . . .          -      -   100.6 (13,758,610)    686.2        -           -         -      786.8
Stock issued, net of
  forfeitures, under restricted
  stock plans, less
  amortization. . . . . . . . .          -      -     (.8)   (362,000)     18.2        -           -      (13.5)      3.9
Comprehensive income:
  Net income. . . . . . . . . .          -      -       -           -         -        -     1,668.1         -    1,668.1  $1,668.1
  Other comprehensive
    income (loss):
      Unrealized translation
        adjustments . . . . . .          -      -       -           -         -   (154.6)          -         -     (154.6)   (154.6)
      Minimum pension liability
        adjustment. . . . . . .          -      -       -           -         -      4.1           -         -        4.1       4.1
                                                                                                                           --------
Comprehensive income. . . . . .          -      -       -           -         -        -           -         -          -  $1,517.6
                                                                                                                           ========
Dividends declared on
  common shares . . . . . . . .          -      -       -           -         -        -      (556.9)        -     (556.9)
                               ----------- ------ ------- ----------- --------- --------    --------    ------   --------  --------
Balance at
  December 31, 1999 . . . . . .568,596,810  710.8   166.4  27,969,816  (1,420.4)(1,114.8)    6,764.6     (13.5)   5,093.1









CONSOLIDATED  STATEMENT  OF  STOCKHOLDERS'  EQUITY
Kimberly-Clark  Corporation  and  Subsidiaries


                                 Common Stock                                 Accumulated               Unearned    Total
                                    Issued        Additional Treasury Stock      Other                Compensation  Stock-   Compre-
(Millions of dollars,         -------------------   Paid-In  ---------------  Comprehensive Retained on Restricted holders'  hensive
except share amounts)            Shares    Amount   Capital  Shares   Amount  Income(Loss)  Earnings    Stock        Equity  Income
- ------------------------------------------------------------------------------------------------------------------------------------

                                                                                             
Balance at
  December 31, 1999 . . . . . .568,596,810  710.8   166.4  27,969,816  (1,420.4)  (1,114.8)  6,764.6     (13.5)   5,093.1
Shares issued for the
  exercise of stock options
  and awards. . . . . . . . . .          -      -   (63.7) (2,900,773)    154.0          -         -         -       90.3
Stock option income tax
  benefits. . . . . . . . . . .          -      -    25.2           -         -          -         -         -       25.2
Shares purchased for
  treasury. . . . . . . . . . .          -      -       -  21,216,618  (1,190.7)         -         -         -   (1,190.7)
Shares issued for the
  acquisition of Safeskin
  Corporation . . . . . . . . .          -      -   282.4 (10,695,002)    464.0          -         -         -      746.4
Stock issued, net of
  forfeitures, under restricted
  stock plans, less
  amortization. . . . . . . . .          -      -     2.0    (357,400)     19.0          -         -     (12.6)       8.4
Comprehensive income:
  Net income. . . . . . . . . .          -      -       -           -         -          -   1,800.6         -    1,800.6  $1,800.6
  Other comprehensive
    income (loss):
      Unrealized translation
        adjustments . . . . . .          -      -       -           -         -     (218.8)        -         -     (218.8)   (218.8)
      Minimum pension liability
        adjustment. . . . . . .          -      -       -           -         -       (4.0)        -         -       (4.0)     (4.0)
                                                                                                                           --------
Comprehensive income. . . . . .          -      -       -           -         -          -         -         -          -  $1,577.8
                                                                                                                           ========
Dividends declared on
  common shares . . . . . . . .          -      -       -           -         -          -    (583.2)        -     (583.2)
                               ----------- ------ ------- ----------- ---------  ---------  --------    ------ ----------
Balance at
  December 31, 2000 . . . . . .568,596,810 $710.8  $412.3  35,233,259 $(1,974.1) $(1,337.6) $7,982.0    $(26.1)  $5,767.3
                               =========== ======  ======  ========== =========  =========  ========    ======   ========



See  Notes  to  Consolidated  Financial  Statements.



CONSOLIDATED  CASH  FLOW  STATEMENT
Kimberly-Clark  Corporation  and  Subsidiaries





                                                                    Year  Ended  December  31
                                                               ---------------------------------
(Millions  of  dollars)                                           2000        1999        1998
- ------------------------------------------------------------------------------------------------


                                                                              

OPERATIONS
  Net income . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,800.6   $ 1,668.1   $ 1,103.1
  Business improvement programs                                      7.2       (13.8)      292.5
  Cumulative effect of accounting change, net of income taxes.         -           -        11.2
  Mobile pulp mill fees and related severance. . . . . . . . .         -         9.0        42.3
  Depreciation . . . . . . . . . . . . . . . . . . . . . . . .     591.7       586.2       594.5
  Goodwill amortization. . . . . . . . . . . . . . . . . . . .      81.7        41.8        33.3
  Deferred income tax provision. . . . . . . . . . . . . . . .      84.1       126.2        13.6
  Net losses (gains) on asset sales. . . . . . . . . . . . . .      19.3      (143.9)     (125.9)
  Equity companies' earnings in excess of dividends paid . . .     (67.0)      (78.7)      (15.1)
  Minority owners' share of subsidiaries' net income . . . . .      63.3        43.0        23.9
  (Increase) decrease in operating working capital . . . . . .    (338.3)      (61.5)       63.6
  Postretirement benefits. . . . . . . . . . . . . . . . . . .    (121.9)      (43.1)      (57.5)
  Other. . . . . . . . . . . . . . . . . . . . . . . . . . . .      12.5         6.6        14.2
                                                               ----------  ----------  ----------

      CASH PROVIDED BY OPERATIONS . . . . . . . . . . . . . .    2,133.2     2,139.9     1,993.7
                                                               ----------  ----------  ----------

INVESTING
  Capital spending. . . . . . . . . . . . . . . . . . . . . .   (1,170.3)     (786.4)     (669.5)
  Acquisitions of businesses, net of cash acquired. . . . . .     (294.5)     (271.9)     (342.5)
  Proceeds from dispositions of property and businesses . . .       44.5       115.2       324.9
  Proceeds from investments . . . . . . . . . . . . . . . . .       53.1           -           -
  Proceeds from notes receivable. . . . . . . . . . . . . . .      220.0       383.0           -
  Other . . . . . . . . . . . . . . . . . . . . . . . . . . .      (37.7)      (22.3)      (16.7)
                                                               ----------  ----------  ----------

      CASH USED FOR INVESTING . . . . . . . . . . . . . . . .   (1,184.9)     (582.4)     (703.8)
                                                               ----------  ----------  ----------

FINANCING
  Cash dividends paid . . . . . . . . . . . . . . . . . . . .     (580.1)     (551.3)     (545.5)
  Net increase (decrease) in short-term debt. . . . . . . . .      700.7      (163.8)       (2.6)
  Increases in long-term debt . . . . . . . . . . . . . . . .      359.4       117.7       541.3
  Decreases in long-term debt . . . . . . . . . . . . . . . .     (446.7)      (75.9)     (319.1)
  Proceeds from exercise of stock options . . . . . . . . . .       90.3        60.8        38.3
  Acquisitions of common stock for the treasury . . . . . . .   (1,190.7)     (779.0)     (919.7)
  Other . . . . . . . . . . . . . . . . . . . . . . . . . . .        2.5        12.8       (29.4)
                                                               ----------  ----------  ----------

      CASH USED FOR FINANCING . . . . . . . . . . . . . . . .   (1,064.6)   (1,378.7)   (1,236.7)
                                                               ----------  ----------  ----------

(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS. . . . . . .  $  (116.3)  $   178.8   $    53.2
                                                               ==========  ==========  ==========


See  Notes  to  Consolidated  Financial  Statements.



NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS
Kimberly-Clark  Corporation  and  Subsidiaries

NOTE  1.      ACCOUNTING  POLICIES

BASIS  OF  PRESENTATION

     The  consolidated  financial  statements  include  the  accounts  of
Kimberly-Clark  Corporation and all subsidiaries that are more than 50 percent
owned  and  controlled  (the  "Corporation").   Investments in nonconsolidated
companies that are at least 20 percent owned are stated at cost plus equity in
undistributed  net  income.   These latter companies are referred to as equity
companies.    All  significant  intercompany  transactions  and  accounts  are
eliminated  in  consolidation.    Certain  reclassifications have been made to
conform  prior  year  data  to  the  current  year  presentation.

     The  preparation  of  financial  statements  requires  management to make
estimates  and  assumptions  that  affect  the  reported amounts of assets and
liabilities,  disclosure  of  contingencies  at  the  date  of  the  financial
statements  and  the  reported  amounts  of  net sales and expenses during the
reporting  period.    Differences  from  those  estimates  are recorded in the
appropriate  period.

INVENTORIES  AND  DISTRIBUTION  COSTS

     Most U.S. inventories are valued at cost on the Last-In, First-Out (LIFO)
method  for  U.S.  income tax and financial reporting purposes.  The balance of
the U.S. inventories and inventories of  consolidated operations outside the
U.S. are generally valued at the lower of  cost, using either the First-In,
First-Out (FIFO) or weighted average cost methods,  or  market.  Distribution
costs are classified as cost of products sold.

PROPERTY  AND  DEPRECIATION

     Property, plant and equipment are stated at cost and are depreciated over
their  estimated  useful  lives  on  the  straight-line or units-of-production
method for financial reporting purposes and generally on an accelerated method
for  income  tax  purposes.    Capitalized  costs  of purchased and internally
developed  software  are  amortized  on the straight-line method over not more
than  five  years.  Estimated useful lives are periodically reviewed and, when
warranted,  changes  are  made that result in an acceleration of depreciation.
These long-lived assets are reviewed for impairment whenever events or changes
in  circumstances  indicate  that  their  cost  may  not  be  recoverable.  An
impairment  loss would be recognized when estimated future cash flows from the
use  of  the  asset  and  its  eventual disposition are less than its carrying
amount.    When  property is sold or retired, the cost of the property and the
related  accumulated  depreciation  are removed from the balance sheet and any
gain  or  loss  on  the  transaction  is  included  in  income.

     The  cost  of  major  maintenance  performed  on  the  Corporation's
manufacturing  facilities,  composed of labor, materials and other incremental
costs,  is  charged  to  operations  as  incurred.

     Costs  of  bringing significant new or expanded facilities into operation
are  expensed  as  incurred. Prior  to  1998,  the  Corporation's practice had
been to record such costs as deferred  charges  and  to  amortize  them  over
periods of not more than five years.    The Corporation adopted Statement of
Position 98-5, Reporting on the Costs of Start-Up Activities, effective
January 1, 1998, and recorded a pretax charge  of $17.8 million, $11.2 million
after taxes, or $.02 per share, as the cumulative  effect  of  this  accounting
change.




NOTE  1.    (Continued)

GOODWILL

     Goodwill  is  amortized  on the straight-line method over periods ranging
from  10  years  to 40 years. Accumulated amortization of goodwill at December
31,  2000  and  1999 was $242.3 million and $185.8 million, respectively.  The
realizability  and  period  of  benefit of goodwill are evaluated periodically
when  events  or  circumstances indicate that nonrecoverability of goodwill is
possible.    If  it  becomes  probable  that the future undiscounted cash flow
associated  with  such  goodwill  is  less  than  its  carrying value,  an
impairment  loss  would  be  recognized.    These  recoverability evaluations
are  subjective and require management assessments and judgments. Historically,
acquired  businesses  generally  have generated sufficient cash flows  to
recover  the  cost  of  goodwill  and  other  intangible  assets.

REVENUE  RECOGNITION

     Sales  revenue  is  recognized  at  the  time  of  product  shipment  to
unaffiliated  customers  and  appropriate  provision is made for uncollectible
accounts.

ADVERTISING  EXPENSE

     Advertising  expenses  are  charged to income during the period incurred,
except  for expenses related to the development of a major commercial or media
campaign,  which  are  charged  to  income  during  the  period  in  which the
advertisement  or  campaign  is  first  presented  by  the media.  Advertising
expenses  charged  to income totaled $349.3 million in 2000, $336.5 million in
1999  and  $295.3  million  in  1998.

ENVIRONMENTAL  EXPENDITURES

     Environmental  expenditures related to current operations that qualify as
property,  plant  and  equipment  or which substantially increase the economic
value  or  extend  the  useful life of an asset are capitalized, and all other
expenditures are expensed as incurred.  Environmental expenditures that relate
to  an  existing condition caused by past operations are expensed as incurred.
Liabilities  are  recorded  when  environmental  assessments  and/or  remedial
efforts  are  probable  and the costs can be reasonably estimated.  Generally,
the  timing of these accruals coincides with completion of a feasibility study
or  a  commitment  to  a  formal  plan  of  action.

STOCK-BASED  COMPENSATION

     Compensation  cost  for  stock  options  and  awards is measured based on
intrinsic  value  under  Accounting  Principles  Board  Opinion  ("APB")  25,
Accounting  for  Stock  Issued  to  Employees.

NEW  PRONOUNCEMENTS

     Statement  of Financial Accounting Standards ("SFAS") 133, Accounting for
Derivative  Instruments and Hedging Activities, was issued in 1998 and amended
in 2000 by SFAS 138, Accounting for Certain Derivative Instruments and Hedging
Activities.    SFAS  133,  which will be adopted January 1, 2001, will require
that  all  derivatives  be  recorded  on  the  balance  sheet  at  fair value.
Derivatives that are not hedges must be adjusted to fair value through income.
If the derivative is a hedge, depending on the nature of the hedge, changes in
the fair value of derivatives will either be offset against the change in fair
value  of the hedged assets, liabilities, or firm commitments through earnings
or  recognized  in  other  comprehensive  income  until  the  hedged  item  is
recognized  in  earnings.  The ineffective portion of a derivative's change in
fair  value  will  be immediately recognized in earnings.  The Corporation has
completed  an inventory of its derivative instruments and has determined which
of  these  derivatives  qualify for hedge accounting.  Based on its derivative
positions at December 31, 2000, the Corporation will, upon adoption, recognize
the  cumulative  effect  of  an  accounting  change  as  a  pretax  loss  of



NOTE  1.    (Continued)

approximately $.5 million in other (income) expense, net and an after-tax gain
of  $1.5  million  in  other  comprehensive  income.

     During  2000,  the  Emerging  Issues Task Force ("EITF") of the Financial
Accounting  Standards  Board  issued  EITF 00-14, Accounting for Certain Sales
Incentives.    Under  EITF  00-14,  the face value of consumer coupons must be
recorded  at  the  time  they  are issued based upon estimated redemptions and
classified  along with similar discounts as a reduction in sales revenue.  The
effective  date  of EITF 00-14 is the second quarter of 2001.  The Corporation
has  historically followed the practice of recording the face value of coupons
based  upon  estimated redemptions as promotion expense in the period that the
related sales revenue is recognized.  The Corporation will adopt EITF 00-14 in
the  second  quarter of 2001 and will reclassify the face value of coupons and
similar  discounts  ("Discounts")  as  a  reduction in revenue for all periods
presented.    Discounts  recorded as promotion expense were approximately $186
million,  $204  million and $158 million in 2000, 1999 and 1998, respectively.
Upon  adoption  of EITF  00-14,  the  Corporation  will report a cumulative
effect of a change in accounting principle resulting from a change in the
period for recognizing the face  value  of  coupons.    The net income effect
of this change is currently estimated  to  be  an  after-tax  charge  equal
to  $.02  per  share.



NOTE  2.    BUSINESS  IMPROVEMENT  AND  OTHER  PROGRAMS

     The  Corporation announced business improvement programs in 1998 and 1997
to  address  its  ongoing competitiveness and improve its operating efficiency
and  cost structure.  A summary of these programs together with cost and other
information  is  presented  below.

1998  PLAN

     In  the  fourth  quarter  of 1998, the Corporation announced a facilities
consolidation  plan  (the  "1998  Plan") to, among other things, further align
tissue  manufacturing  capacity  with  demand  in  Europe,  close  a  diaper
manufacturing facility in Canada, shut down and dispose of a tissue machine in
Thailand,  write  down  certain  excess  feminine care production equipment in
North  America  and  reduce  the  Corporation's workforce by approximately 830
employees.   Costs for the 1998 Plan of $18.2 million, $42.6 million and $49.1
million  were  recorded  in  2000, 1999 and 1998, respectively.  The year 2000
costs  are  composed  primarily  of  certain  severance  costs and charges for
accelerated  depreciation  for  the  Corporation's  Larkfield,  U.K.  tissue
manufacturing  facility that remained in use until it was shut down in October
2000.    Through  December  31,  2000,  the  Corporation  had  notified  and
subsequently  terminated 814 employees.  The costs of this workforce reduction
were  charged  to  earnings  in  the  period  in which such employee severance
benefits  were  appropriately  communicated.

1997  PLAN

     On November 21, 1997, the Corporation announced a restructuring plan (the
"1997  Plan").  The plan, among other things, resulted in the sale, closure or
downsizing  of 16 manufacturing facilities worldwide and a workforce reduction
of  approximately  3,740  employees.  In 1998, the Corporation determined that
its  Villanovetta,  Italy  tissue manufacturing facility was an impaired asset
because  its  cash  flows from use and disposal were insufficient to cover the
carrying  amount  of the asset.  In 1998, other less significant modifications
were  made  to  the 1997 Plan, the largest of which was a charge for losses on
European  feminine  care  equipment  removed from service.  Costs for the 1997
Plan  of  $250.8  million  were  recorded  in  1998  at  the time costs became
accruable under appropriate accounting principles.  Included in such costs was
an  asset  impairment  charge  for the Villanovetta facility of $26.8 million,
losses  on  the  European  feminine  care  equipment  of  $12.1  million  and
accelerated  depreciation  related  to  assets that were to be disposed of but
which continued to be operated during 1998.  In 1999, the Corporation recorded
a  net credit of $16.7 million, which was composed of accelerated depreciation
expense  of  $23.7  million,  reductions in accrued costs of $31.9 million and
lower asset write-offs and higher sales proceeds totaling $8.5 million, due to
changes  in  estimates.

     Charges  (credits)  under  these  two  plans  for  the  three years ended
December  31,  2000  are  summarized  below:





                                                            Amounts Charged to Earnings
                                                            ---------------------------
(Millions  of  dollars)                                        2000    1999     1998
- ---------------------------------------------------------------------------------------



                                                                      

Workforce severance . . . . . . . . . . . . . . . . . . . . .  $ 5.5  $ 11.2   $ 64.3
Write-downs of property, plant and equipment and other assets      -   (11.5)    91.4
Contract settlements, lease terminations and other costs. . .      -   (27.1)    31.3
Asset impairments . . . . . . . . . . . . . . . . . . . . . .      -       -     31.3
Accelerated depreciation. . . . . . . . . . . . . . . . . . .   12.7    53.3     81.6
                                                               -----  -------  ------

    Total pretax charge . . . . . . . . . . . . . . . . . . .  $18.2  $ 25.9   $299.9
                                                               =====  =======  ======

Income statement classification:
  Cost of products sold . . . . . . . . . . . . . . . . . . .  $18.2  $ 52.9   $183.1
  Restructuring and other unusual charges . . . . . . . . . .      -   (27.0)   116.8
                                                               -----  -------  ------

    Total pretax charge . . . . . . . . . . . . . . . . . . .  $18.2  $ 25.9   $299.9
                                                               =====  =======  ======





NOTE  2.    (Continued)

     The  effects  of  these  two  plans  were included in operating profit by
business  segment  and  geography  as  follows:





                                                              Year Ended December 31
                                                           ---------------------------
(Millions  of  dollars)                                        2000    1999     1998
- --------------------------------------------------------------------------------------



                                                                      
By Business Segment . . . . . . . . . . . . . . . . . . . . .
  Tissue. . . . . . . . . . . . . . . . . . . . . . . . . . .  $17.1  $19.9    $164.2
  Personal Care . . . . . . . . . . . . . . . . . . . . . . .    1.1   13.4     121.8
  Health Care . . . . . . . . . . . . . . . . . . . . . . . .      -   (1.3)     13.2
  Unallocated . . . . . . . . . . . . . . . . . . . . . . . .      -   (6.1)       .7
                                                               -----  -----    ------

    Total pretax charge . . . . . . . . . . . . . . . . . . .  $18.2  $25.9    $299.9
                                                               =====  =====    ======

By Geography
  North America . . . . . . . . . . . . . . . . . . . . . . .  $ 1.0  $ 6.4    $194.9
  Outside North America . . . . . . . . . . . . . . . . . . .   17.2   25.6     104.3
  Unallocated . . . . . . . . . . . . . . . . . . . . . . . .      -   (6.1)       .7
                                                               -----  -----    ------

    Total pretax charge . . . . . . . . . . . . . . . . . . .  $18.2  $25.9    $299.9
                                                               =====  =====    ======




     These  two  plans  decreased operating profit and net income as follows:






                                                              Year Ended December 31
                                                           ---------------------------
(Millions  of  dollars)                                        2000    1999     1998
- --------------------------------------------------------------------------------------



                                                                      

Operating profit . . . . . . . . . . . . . . . . . . . . . . . $18.2  $25.9    $299.9
Net income . . . . . . . . . . . . . . . . . . . . . . . . . .  12.8   21.1     213.0




          Set  forth below is a summary of the types and amounts recognized as
accrued  expenses for these two plans together with cash payments made against
such  accruals  for  the  two  years  ended  December  31,  2000.





                                                                         2000
                                                                  -------------------
                                                     Balance                             Balance
(Millions  of  dollars)                              12/31/99    Additions    Payments  12/31/00
- --------------------------------------------------------------------------------------------------


                                                                              
Workforce severance . . . . . . . . . . . . . . . .  $16.5        $5.5        $(18.7)     $3.3
Environmental costs and lease contract terminations    8.0           -          (3.0)      5.0
                                                     -----        ----        -------     ----

                                                     $24.5        $5.5        $(21.7)     $8.3
                                                     =====        ====        =======     ====








                                                                         1999
                                                                  -------------------
                                                     Balance     Additions               Balance
(Millions  of  dollars)                              12/31/98   (Reductions)  Payments  12/31/99
- --------------------------------------------------------------------------------------------------


                                                                              
Workforce severance . . . . . . . . . . . . . . . .  $ 53.3       $ 11.2      $(48.0)     $16.5
Asset removal costs . . . . . . . . . . . . . . . .    15.2         (8.9)       (6.3)         -
Environmental costs and lease contract terminations    41.2         (9.1)      (24.1)       8.0
Other costs . . . . . . . . . . . . . . . . . . . .    20.1        (12.1)       (8.0)         -
                                                     ------       ------      ------      -----

                                                     $129.8       $(18.9)     $(86.4)     $24.5
                                                     ======       ======      ======      =====







NOTE  2.    (Continued)

     These  two  plans  are  completed  as  of December 31, 2000.  The accrued
expense  balance  of $8.3 million will be paid in accordance with the terms of
the  applicable  employee  severance  and  other  agreements.

OTHER  INFORMATION

1999  Unusual  Charges

     In  1999,  the  Corporation  incurred  $13.6  million of unusual business
improvement  costs  that  were  not  related to the business improvement plans
discussed  above.   The costs, which primarily were for employee severance and
write  off  of  assets  removed from service, were charged to cost of products
sold  when  incurred.

Write-down  of  Certain  Intangible  and  Other  Assets

     In  1998,  the carrying amounts of trademarks and unamortized goodwill of
certain  European  businesses were determined to be impaired and written down.
In addition, the Corporation began depreciating the cost of all newly acquired
personal  computers  ("PCs")  over two years.  In recognition of the change in
estimated  useful  lives,  PC  assets with a remaining net book value of $16.6
million  became  subject  to accelerated depreciation charges.  These charges,
along  with $8.8 million of charges for write-downs of other assets and a loss
on a pulp contract, reduced 1998 operating profit $81.2 million and net income
$64.7  million.    Of  the  $81.2 million, $6.8 million was charged to cost of
products  sold  and  $74.4  million  was charged to general expense.  In 1999,
accelerated  depreciation  on  PCs reduced operating profit $8.3 million, $2.7
million  of  which  was  charged to cost of products sold and $5.6 million was
charged  to  general expense. In 2000, accelerated depreciation on PCs reduced
operating  profit  $6.2  million, $2.0 million of which was charged to cost of
products  sold  and $4.2 million was charged to general expense.  At September
30,  2000,  these  PCs  were  fully  depreciated.

     Approximately 91 percent of the 1998 write-down of certain intangible and
other  assets  and  accelerated depreciation on PCs described above related to
the  Personal  Care  segment  and 9 percent related to the Tissue segment.  In
2000  and  1999, 50 percent of $6.2 million and $8.3 million, respectively, of
accelerated  depreciation  was charged to each of the Personal Care and Tissue
segments.




NOTE  3.      INCOME  TAXES

     An  analysis  of  the  provision  for  income  taxes  follows:






                                                                Year Ended December 31
                                                              ------------------------
(Millions  of  dollars)                                         2000     1999     1998
- --------------------------------------------------------------------------------------
                                                                       
Current income taxes:
  United States. . . . . . . . . . . . . . . . . . . . . . .  $407.3   $386.9   $402.0
  State. . . . . . . . . . . . . . . . . . . . . . . . . . .    36.5     69.8     26.8
  Other countries. . . . . . . . . . . . . . . . . . . . . .   230.6    147.3     79.8
                                                              -------  -------  -------

    Total. . . . . . . . . . . . . . . . . . . . . . . . . .   674.4    604.0    508.6
                                                              -------  -------  -------

Deferred income taxes:
  United States. . . . . . . . . . . . . . . . . . . . . . .    91.3    139.2     39.8
  State. . . . . . . . . . . . . . . . . . . . . . . . . . .    14.0    (18.7)     5.5
  Other countries. . . . . . . . . . . . . . . . . . . . . .   (21.2)     5.7    (38.3)
                                                              -------  -------  -------

    Total. . . . . . . . . . . . . . . . . . . . . . . . . .    84.1    126.2      7.0
                                                              -------  -------  -------

Total provision for income taxes . . . . . . . . . . . . . .   758.5    730.2    515.6

Less income taxes related to cumulative effect of
  accounting change. . . . . . . . . . . . . . . . . . . . .       -        -     (6.6)
                                                              -------  -------  -------

Total provision excluding income taxes related to cumulative
  effect of accounting change. . . . . . . . . . . . . . . .  $758.5   $730.2   $522.2
                                                              =======  =======  =======
 



     Income  before  income  taxes  is  classified  in the Consolidated Income
Statement  as  follows:






                                                                  Year Ended December 31
                                                             ---------------------------
(Millions  of  dollars)                                           2000     1999     1998
- ----------------------------------------------------------------------------------------
                                                                       
Income Before Cumulative Effect of Accounting Change:
  United States. . . . . . . . . . . . . . . . . . . . . . .  $1,787.5 $1,782.7 $1,455.6
  Other countries. . . . . . . . . . . . . . . . . . . . . .     648.5    469.0     67.7
                                                              --------  -------  -------

                                                              $2,436.0 $2,251.7 $1,523.3
                                                              ======== ======== ========

Cumulative Effect of Accounting Change:
  United States. . . . . . . . . . . . . . . . . . . . . . .  $      - $      - $  (17.2)
  Other countries. . . . . . . . . . . . . . . . . . . . . .         -        -      (.6)
                                                              -------- -------- ---------

                                                              $      - $      - $  (17.8)
                                                              ======== ======== =========




NOTE  3.      (Continued)

     Deferred  income  tax  assets  are  composed  of  the  following:





                                                                          December  31
                                                                     -----------------
(Millions  of  dollars)                                                 2000      1999
- --------------------------------------------------------------------------------------



                                                                         
Current deferred income tax asset attributable to:

  Advertising and promotion accruals. . . . . . . . . . . . . . . .  $  20.8   $  27.5
  Pension, postretirement and other employee benefits . . . . . . .    130.4     121.9
  Other accrued expenses. . . . . . . . . . . . . . . . . . . . . .    100.0     124.6
  Inventory . . . . . . . . . . . . . . . . . . . . . . . . . . . .     24.8      31.0
  Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     14.7       6.7
  Valuation allowances. . . . . . . . . . . . . . . . . . . . . . .     (3.6)      (.3)
                                                                     --------  --------

Net current deferred income tax asset . . . . . . . . . . . . . . .  $ 287.1   $ 311.4
                                                                     ========  ========

Noncurrent deferred income tax asset attributable to:

  Accumulated depreciation. . . . . . . . . . . . . . . . . . . . .  $ (16.7)  $ (42.4)
  Income tax loss carryforwards . . . . . . . . . . . . . . . . . .    222.3     294.1
  Foreign tax credits . . . . . . . . . . . . . . . . . . . . . . .     30.0      22.9
  Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     22.1      11.1
  Valuation allowances. . . . . . . . . . . . . . . . . . . . . . .   (155.2)   (278.7)
                                                                     --------  --------

Net noncurrent deferred income tax asset included in other assets    $ 102.5   $   7.0
                                                                     ========  ========

Noncurrent deferred income tax liability attributable to:

  Accumulated depreciation. . . . . . . . . . . . . . . . . . . . .  $(928.5)  $(888.8)
  Income tax loss carryforwards . . . . . . . . . . . . . . . . . .     40.7      55.3
  Pension and other postretirement benefits . . . . . . . . . . . .    157.9     227.0
  Installment sales . . . . . . . . . . . . . . . . . . . . . . . .   (275.7)   (275.7)
  Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     18.1      45.3
                                                                     --------  --------

Net noncurrent deferred income tax liability. . . . . . . . . . . .  $(987.5)  $(836.9)
                                                                     ========  ========


     Valuation  allowances  for  deferred  income  tax assets decreased $120.2
million  in  2000 and decreased $6.6 million in 1999.  Valuation allowances at
the end of 2000 primarily relate to the potentially unusable portion of income
tax  loss carryforwards of $766 million in jurisdictions primarily outside the
United  States.    If not utilized against taxable income, $190 million of the
loss  carryforwards  will  expire  from 2001 through 2010.  The remaining $576
million  has  no  expiration  date.

     Realization  of deferred tax assets is dependent on generating sufficient
taxable  income  prior  to  expiration  of  the  loss carryforwards.  Although
realization  is  not  assured,  management believes it is more likely than not
that  all  of the deferred tax assets, net of applicable valuation allowances,
will be realized.  The amount of the deferred tax assets considered realizable
could  be  reduced  or  increased if  estimates  of  future  taxable  income
during the carryforward period are reduced  or  increased.



NOTE  3.    (Continued)

     Presented  below is a reconciliation of the income tax provision computed
at  the  U.S.  federal  statutory  tax  rate to the provision for income taxes
excluding  income  taxes  applicable to the cumulative effect of an accounting
change.





                                                           Year  Ended  December  31
                                      -------------------------------------------------------------
                                            2000                 1999                 1998
                                      -----------------     ----------------     ------------------
(Millions  of  dollars)               AMOUNT    PERCENT     Amount   Percent     Amount     Percent
- ---------------------------------------------------------------------------------------------------



                                                                            
Income before income taxes:
  As reported. . . . . . . . . . . .  $2,436.0              $2,251.7             $1,523.3
  Charges (credits) for business
    improvement programs and
    other unusual items. . . . . . .      (1.1)                (97.3)               280.1
                                      --------              --------             --------
      Income before income taxes
        excluding the above charges.  $2,434.9              $2,154.4             $1,803.4
                                      ========              ========             ========

Tax at U.S. statutory rate(a). . . .  $  852.2   35.0%      $  754.0   35.0%     $  631.2     35.0%
State income taxes, net of federal
  tax benefit. . . . . . . . . . . .      32.5    1.3           29.7    1.4          17.3      1.0
Operating losses for which no tax
  benefit was recognized . . . . . .      15.8     .6           19.7     .9          34.6      1.9
Net operating losses realized. . . .     (71.4)  (2.9)         (12.7)   (.6)        (10.2)     (.5)
Other - net. . . . . . . . . . . . .     (73.9)  (3.0)         (99.1)  (4.6)        (96.1)    (5.4)
                                      --------   ----       --------   ----      --------    -----

                                         755.2   31.0%         691.6   32.1%        576.8     32.0%
                                                 ====                  ====                   ====

Tax effects of business improvement
  programs and other unusual items .       3.3      -           38.6   39.7%        (54.6)   (19.5)%
                                      --------   ====       --------   ====      ---------   =====

Provision for income taxes . . . . .  $  758.5   31.1%      $  730.2   32.4%     $  522.2     34.3%
                                      ========   ====       ========   ====      ========     ====




(a) Tax at U.S. statutory rate is based on income before income taxes excluding
    the  charges  (credits) for business improvement programs and other unusual
    items.  The tax effects of such programs are shown elsewhere in the table.

     At  December  31,  2000,  income  taxes  have  not  been  provided  on
approximately  $2.4  billion  of unremitted earnings of subsidiaries operating
outside  the  U.S.    These  earnings,  which  are  considered  to be invested
indefinitely,  would  become  subject  to  income tax if they were remitted as
dividends,  were  lent  to  the  Corporation  or  a  U.S. affiliate, or if the
Corporation  were to sell its stock in the subsidiaries.  Determination of the
amount  of unrecognized deferred U.S. income tax liability on these unremitted
earnings  is  not  practicable because of the complexities associated with its
hypothetical  calculation.     Withholding taxes of approximately $210 million
would  be  payable  upon  remittance  of all previously unremitted earnings at
December  31,  2000.



NOTE  4.    POSTRETIREMENT  AND  OTHER  BENEFITS

PENSION  PLANS

     The  Corporation  and  its  subsidiaries  in North America and the United
Kingdom  have  defined  benefit  and/or  defined contribution retirement plans
covering substantially all regular employees.  Certain other subsidiaries have
defined  benefit pension plans or, in certain countries, termination pay plans
covering  substantially  all  regular  employees.    For the principal defined
benefit  plans  in North America and the United Kingdom, the funding policy is
to  contribute  assets  that, at a minimum, fully fund the accumulated benefit
obligation,  subject  to regulatory and tax deductibility limits.  The funding
policy  for  nonqualified  U.S.  plans providing pension benefits in excess of
limitations  imposed by the U.S. income tax code and for the remaining defined
benefit  plans  outside  North  America  is  based  on legal requirements, tax
considerations,  investment opportunities, and customary business practices in
such  countries.

OTHER  POSTRETIREMENT  BENEFIT  PLANS

     Substantially  all  retired  employees  of  the Corporation and its North
American  subsidiaries  and  certain  international  employees  are covered by
health  care  and life insurance benefit plans.  Certain benefits are based on
years  of  service  and  age  at  retirement.    The  plans  are  principally
noncontributory for employees who retired before 1993 and are contributory for
most  employees  who  retire  in  1993  or  after.  Certain U.S.  plans  limit
the Corporation's cost of future annual per capita retiree medical  benefits
to  no  more  than 200  percent of the 1992  annual per capita cost.  Certain
other U.S. plans limit the Corporation's future cost for retiree medical
benefits to a defined annual  per  capita  medical  cost.

     Summarized  financial  information  about postretirement plans, excluding
defined  contribution  retirement  plans,  is  presented  below.



NOTE  4.      (Continued)





                                                        Pension Benefits      Other Benefits
                                                      -------------------   -----------------
                                                              Year Ended December 31
                                                      ---------------------------------------
 (Millions of dollars)                                   2000      1999       2000      1999
 --------------------------------------------------------------------------------------------



                                                                          
CHANGE IN BENEFIT OBLIGATION
  Benefit obligation at beginning of year. . . . . .  $3,648.5   $3,867.5   $ 626.9   $ 658.6
  Service cost . . . . . . . . . . . . . . . . . . .      63.4       73.3      10.9      12.5
  Interest cost. . . . . . . . . . . . . . . . . . .     263.6      251.1      48.3      45.2
  Participants' contributions. . . . . . . . . . . .       8.5        7.2       5.2       4.9
  Amendments . . . . . . . . . . . . . . . . . . . .       4.5       11.6         -         -
  Actuarial loss (gain). . . . . . . . . . . . . . .     181.3     (292.9)     41.0     (28.4)
  Acquisitions . . . . . . . . . . . . . . . . . . .       6.6        1.0         -         -
  Curtailments . . . . . . . . . . . . . . . . . . .         -       11.9         -      (4.1)
  Special termination benefits . . . . . . . . . . .       1.1        1.9         -         -
  Currency exchange rate effects . . . . . . . . . .     (68.9)     (12.2)      (.9)      1.5
  Benefit payments . . . . . . . . . . . . . . . . .    (261.5)    (271.9)    (69.5)    (63.3)
                                                      --------   --------   -------   -------

  Benefit obligation at end of year. . . . . . . . .   3,847.1    3,648.5     661.9     626.9
                                                      --------   --------   -------   -------

CHANGE IN PLAN ASSETS
  Fair value of plan assets at beginning of year . .   4,426.2    3,927.2         -         -
  Actual (loss) return on plan assets. . . . . . . .     (47.5)     736.9         -         -
  Acquisitions . . . . . . . . . . . . . . . . . . .       2.7          -         -         -
  Employer contributions . . . . . . . . . . . . . .      19.3       25.0      64.3      58.4
  Participants' contributions. . . . . . . . . . . .       8.5        7.2       5.2       4.9
  Currency exchange rate effects . . . . . . . . . .     (67.7)      (8.4)        -         -
  Benefit payments . . . . . . . . . . . . . . . . .    (255.0)    (261.7)    (69.5)    (63.3)
                                                      --------   --------   -------   -------

  Fair value of plan assets at end of year . . . . .   4,086.5    4,426.2         -         -
                                                      --------   --------   -------   -------
FUNDED STATUS
  Excess (deficiency) of plan assets over benefit
       obligation. . . . . . . . . . . . . . . . . .     239.4      777.7    (661.9)   (626.9)
  Unrecognized net actuarial gain. . . . . . . . . .     (37.0)    (682.4)    (46.2)    (91.6)
  Unrecognized transition amount . . . . . . . . . .      (5.4)     (10.9)        -         -
  Unrecognized prior service cost. . . . . . . . . .      62.5       67.0     (13.4)    (15.5)
                                                      --------   --------   -------   -------

  Net amount recognized. . . . . . . . . . . . . . .  $  259.5   $  151.4   $(721.5)  $(734.0)
                                                      ========   ========   =======   =======

AMOUNTS RECOGNIZED IN THE BALANCE SHEET CONSIST OF:
  Prepaid benefit cost . . . . . . . . . . . . . . .  $  364.1   $  248.2   $     -   $     -
  Accrued benefit cost . . . . . . . . . . . . . . .    (131.9)    (117.9)   (721.5)   (734.0)
  Intangible asset . . . . . . . . . . . . . . . . .       4.6        4.9         -         -
  Accumulated other comprehensive income . . . . . .      22.7       16.2         -         -
                                                      --------   --------   -------   -------

  Net amount recognized. . . . . . . . . . . . . . .  $  259.5   $  151.4   $(721.5)  $(734.0)
                                                      ========   ========   =======   =======



  The  above  pension  benefits  information  has  been  presented  on  an
aggregated  basis  whereby  benefit  obligation and plan asset information for
plans in which plan assets exceed accumulated benefit obligations ("ABO") have
been  combined  with  plans  where  the  ABO  exceeds  plan  assets.



NOTE  4.    (Continued)

Summary  disaggregated  information  about  these  pension  plans  follows:




                                           Assets  Exceed      ABO  Exceeds
                                                ABO               Assets
                                          ---------------     --------------
                                                      December  31
                                          ----------------------------------
(Millions  of  dollars)                     2000      1999     2000    1999
- ----------------------------------------------------------------------------
                                                          
Projected benefit obligation . . . . . .  $3,650.0  $3,483.1  $197.1  $165.4
ABO. . . . . . . . . . . . . . . . . . .   3,364.6   3,309.1   167.6   152.6
Fair value of plan assets. . . . . . . .   4,037.5   4,379.6    49.0    46.6







                                          Pension  Benefits   Other  Benefits
                                          -----------------   ---------------
                                                      December 31
                                          ------------------------------------
                                            2000      1999     2000    1999
- ----------------------------------------------------------------------------
                                                          
WEIGHTED AVERAGE ASSUMPTIONS
  Discount rate . . . . . . . . . .       7.2%      7.4%      7.5%    7.7%
  Expected return on plan assets. .       9.3%      9.3%        -       -
  Rate of compensation increase . .       4.1%      4.3%        -       -
  Health care cost trend rate(a). .         -         -       6.9%    7.5%




(a)  Assumed to decrease gradually to 6% in 2003 and remain at that level
     for the large majority of plans and to zero by 2005 and thereafter for the
     balance.





                                             Pension  Benefits          Other  Benefits
                                       ----------------------------  ---------------------
                                                      Year  Ended  December  31
                                       ---------------------------------------------------
(Millions  of  dollars)                  2000       1999     1998     2000    1999    1998
- ------------------------------------------------------------------------------------------


                                                                   

COMPONENTS OF NET PERIODIC
BENEFIT COST
  Service cost. . . . . . . . . . . .  $  63.4   $  73.3   $  69.2   $10.9   $12.5   $11.8
  Interest cost . . . . . . . . . . .    263.6     251.1     247.1    48.3    45.2    44.2
  Expected return on plan assets. . .   (397.6)   (352.8)   (332.3)      -       -       -
  Amortization of prior service cost.      9.1       9.5       8.5    (2.1)   (2.1)   (2.1)
  Amortization of transition amount .     (4.4)     (4.6)     (5.3)      -       -       -
  Recognized net actuarial (gain)
    loss. . . . . . . . . . . . . . .    (20.2)      4.8       2.9    (4.3)   (4.4)   (4.9)
  Curtailments. . . . . . . . . . . .        -      18.0        .7       -    (4.1)    (.4)
  Other . . . . . . . . . . . . . . .      1.0       6.1       5.1       -       -       -
                                       -------   -------   -------   -----   -----   -----

  Net periodic benefit cost (credit).  $ (85.1)  $   5.4   $  (4.1)  $52.8   $47.1   $48.6
                                       =======   =======   =======   =====   =====   =====




     Assumed  health  care  cost  trend  rates affect the amounts reported for
postretirement  health  care  benefit plans.  A one-percentage-point change in
assumed  health  care  trend  rates  would  have  the  following  effects:





                                                             One-Percentage-Point
                                                             --------------------
(Millions  of  dollars)                                      Increase    Decrease
- ---------------------------------------------------------------------------------
                                                                    
Effect on total of service and interest cost components . . . $ 3.2       $ 4.3
Effect on postretirement benefit obligation . . . . . . . . .  40.9        42.4






NOTE  4.      (Continued)

DEFINED  CONTRIBUTION  RETIREMENT  PLANS

     The  Corporation's  contributions  to the defined contribution retirement
plans  are  based  on  the  age  and  compensation  of covered employees.  The
Corporation's  contributions, all of which were charged to expense, were $29.8
million, $26.1 million and $23.8 million in 2000, 1999 and 1998, respectively.


INVESTMENT  PLANS

     Voluntary contribution investment plans are provided to substantially all
North  American employees.  Under the plans, the Corporation matches a portion
of  employee  contributions.    Cos s  charged to expense under the plans were
$22.6  million,  $25.1  million  and  $26.1  million  in  2000, 1999 and 1998,
respectively.





NOTE  5.    EARNINGS  PER  SHARE

     A  reconciliation of the average number of common shares outstanding used
in  the  basic  and  diluted  EPS  computations  follows:





                                                                   Average  Common  Shares Outstanding
                                                                   -----------------------------------
(Millions)                                                               2000     1999    1998
- ----------------------------------------------------------------------------------------------------
                                                                                 
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      539.5    536.3   550.3
  Dilutive effect of stock options. . . . . . . . . . . . . . . . .        3.9      3.1     2.3
  Dilutive effect of deferred compensation plan shares. . . . . . .         .1       .1       -
  Dilutive effect of shares issued for participation share awards .         .3       .6      .5
                                                                         -----    -----   -----

Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      543.8    540.1   553.1
                                                                         =====    =====   =====




     Options  outstanding that were not included in the computation of diluted
EPS because their exercise price was greater than the average market price of
the common shares are summarized below:





Description                                                              2000       1999      1998
- ----------------------------------------------------------------------------------------------------
                                                                                 

Average number of share equivalents (millions). . . . . . . . . . .       .5        .1        8.9
Weighted-average option price . . . . . . . . . . . . . . . . . . .    $157.27(a) $58.10    $52.74
Expiration date of options. . . . . . . . . . . . . . . . . . . . .  2001 TO 2010  2009   2004 to 2008
Options outstanding at year end . . . . . . . . . . . . . . . . . .        .5       .1        9.1


(a)  The weighted-average option price in 2000 represents converted options
     from the Safeskin Corporation acquisition.

     The number of common shares outstanding as of December 31, 2000, 1999 and
1998  was  533.4  million,  540.6  million  and  538.3  million, respectively.



NOTE  6.      DEBT

     Long-term debt is composed of the following:




                                                          Weighted-
                                                          Average                     December  31
                                                          Interest                 ----------------
                                                            Rate    Maturities      2000     1999
- ---------------------------------------------------------------------------------------------------
                                                                               

Notes and debentures. . . . . . . . . . . . . . . . . . .   7.3%   2001 to 2028  $1,652.8  $1,591.6
Industrial development revenue bonds. . . . . . . . . . .   4.7%   2002 to 2034     414.1     416.8
Bank loans and other financings in various currencies . .   9.7%   2001 to 2016     211.2     215.6
                                                                                 --------  --------

Total long-term debt. . . . . . . . . . . . . . . . . . .                         2,278.1   2,224.0

  Less current portion. . . . . . . . . . . . . . . . . .                           277.5     297.4
                                                                                 --------   -------

Long-term portion . . . . . . . . . . . . . . . . . . . .                        $2,000.6  $1,926.6
                                                                                 ========  ========




     Fair value of long-term debt was $2,295.9 million and $2,212.0 million at
December  31,  2000 and 1999, respectively.  Scheduled maturities of long-term
debt  are $45.6 million in 2002, $33.5 million in 2003, $122.7 million in 2004
and  $56.1  million  in  2005.

     At  December  31,  2000,  the  Corporation  had a $1.1 billion syndicated
revolving  credit  facility.    This  facility,  unused  at December 31, 2000,
permits  borrowing  at competitive interest rates and is available for general
corporate  purposes,  including  backup  for commercial paper borrowings.  The
Corporation  pays  commitment  fees  on  the unused portion but may cancel the
facility  without  penalty  at  any  time  prior  to  its expiration.  Of this
facility,  $550  million  expires  in  October 2001 and the balance expires in
November  2005.

     Debt  payable  within  one  year:





                                                                                    December  31
                                                                                 ----------------
(Millions of dollars)                                                              2000     1999
- -------------------------------------------------------------------------------------------------
                                                                                     
Commercial paper. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $1,046.3  $353.4
Current portion of long-term debt . . . . . . . . . . . . . . . . . . . . . . .     277.5   297.4
Other short-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     166.7   131.6
                                                                                 --------  ------

  Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $1,490.5  $782.4
                                                                                 ========  ======




     At  December  31,  2000  and 1999, the weighted-average interest rate for
commercial  paper  was 6.5  percent  and  5.4  percent,  respectively.





NOTE  7.      RISK  MANAGEMENT

     As  a  multinational enterprise, the Corporation is exposed to changes in
foreign  currency  exchange  rates,  interest  rates  and commodity prices.  A
variety  of  practices  are  employed  to manage these market risks, including
operating  and  financing activities and, where deemed appropriate, the use of
derivative  instruments.    Derivative  instruments  are  used  only  for risk
management  purposes  and  not  for  speculation  or  trading.  All derivative
instruments  are  either  exchange  traded  or  are  entered  into  with major
financial  institutions  in  order  to  reduce  credit  risk  and  risk  of
nonperformance  by  third  parties.

Foreign  Currency  Risk  Management

     Foreign  currency  risk  is  managed  by the use of foreign currency
forward,  swap  and  option  contracts.  The  use  of  these  contracts allows
management of transactional exposure to exchange rate fluctuations because the
gains  or  losses incurred on the derivative instruments will offset, in whole
or  in  part,  losses  or  gains  on the underlying foreign currency exposure.
Management  of foreign currency transactional exposures was not changed during
2000, and management does not foresee or expect any significant change in such
exposures  or in the strategies it employs to manage them in the near future.

     Changes  in  foreign currency transaction rates decreased net income $2.2
million,  $1.4 million and $32.8 million in 2000, 1999 and 1998, respectively.
Included  in  foreign  currency losses were the Corporation's share of foreign
currency  gains  and  losses  at  the  Corporation's  Mexican  affiliate,
Kimberly-Clark de Mexico, S.A. de C.V. ("KCM"), attributable to changes in the
value  of  the  Mexican  peso,  which  is the  Corporation's  most  significant
foreign currency risk. The Corporation's share  of  the  peso currency losses
was not significant in 2000 and 1999, and was  $.02  per  share  in  1998.

     Beginning  in  1999,  the  Mexican  economy  was  no  longer deemed to be
hyperinflationary  and  the  peso,  rather  than  the  U.S. dollar, became the
functional  currency  for  accounting  purposes.  Consequently, changes in the
value  of  the  peso resulted in gains or losses on U.S. dollar obligations of
KCM.    Prior to 1999, Mexico's economy was deemed to be hyperinflationary and
the  functional  currency of KCM was the U.S. dollar.  Accordingly, changes in
the  value  of  the  peso  did  not result in foreign currency gains or losses
attributable  to  the U.S. dollar obligations of KCM.  However, changes in the
value  of  the  peso  in  1998  resulted  in  gains  or losses attributable to
peso-denominated  monetary  assets  held  by  KCM.

     Gains  and losses on instruments that hedge firm commitments are deferred
and  included  in the basis of the underlying hedged items.  Premiums paid for
options  are amortized ratably over the life of the option.  Contracts used to
hedge  recorded  foreign  currency  transactions  generally  mature  within
one  year and are marked-to-market with the resulting gains or losses included
in  current  income.  These gains and losses offset foreign exchange gains and
losses  on  the underlying transactions.  Notwithstanding the sizable notional
principal  amounts  involved,  the  Corporation's  credit exposure under these
arrangements  is  limited  to the fair value of the agreements with a positive
fair  value  at the reporting date.  Additionally, credit risk with respect to
the  counterparties is considered minimal in view of the financial strength of
the  counterparties.

     The  following  table  presents the aggregate notional principal amounts,
carrying  values and fair values of the Corporation's foreign currency forward
contracts  outstanding  at  December  31,  2000  and  1999:





                                                 2000                               1999
                                ----------------------------------   ---------------------------------
                                 NOTIONAL                              Notional
                                 PRINCIPAL       CARRYING    FAIR      Principal      Carrying  Fair
(Millions  of  dollars)          AMOUNTS         VALUES     VALUES     Amounts        Values    Values
- ------------------------------------------------------------------------------------------------------
                                                                              
Forward contracts
  Assets. . . . . . . . . . .    $333.5          $ 12.1     $  7.3     $770.5         $18.0     $16.8
  Liabilities . . . . . . . .     664.3           (20.2)     (13.9)     375.9          (6.8)     (4.4)






NOTE  7.    (Continued)

Translation  Risk

     The  income  statements  of  foreign  operations,  other  than  those  in
hyperinflationary  economies,  are  translated  into  U.S. dollars at rates of
exchange  in  effect  each  month.  The balance sheets of these operations are
translated  at  period-end exchange rates, and the differences from historical
exchange rates are reflected in stockholders' equity as unrealized translation
adjustments.

     The  income  statements  and  balance  sheets  of  operations  in
hyperinflationary  economies  are  translated  into  U.S.  dollars  using both
current  and  historical  rates  of  exchange.    For  balance  sheet accounts
translated  at  current  exchange rates, such as cash and accounts receivable,
the  differences  from  historical  exchange  rates  are  reflected in income.
Operations  that  are  deemed  to  be hyperinflationary are as follows:  Ecuador
(prior to 2000), Russia, Turkey and Venezuela.

     Translation exposure generally is not hedged.  The risk to any particular
entity's  net  assets  is  minimized to the extent that the entity is financed
with  local  currency  borrowing.    In  addition,  many  of the Corporation's
non-U.S.  operations buy the majority of their inputs and sell the majority of
their  outputs  in  their  local  currency,  thereby  minimizing the effect of
currency  rate  changes  on  their  local  operating  profit  margins.

Interest  Rate  Risk  Management

     Interest  rate  risk is managed through the maintenance of a portfolio of
variable-  and  fixed-rate  debt composed of short- and long-term instruments.
The  objective  is  to  maintain  a  cost-effective  mix that management deems
appropriate.    The  strategy  employed  to  manage  exposure to interest rate
fluctuations  did not change significantly during 2000 and management does not
foresee  or  expect  any  significant changes in its exposure to interest rate
fluctuations  or  in  how  such  exposure  is  managed  in  the  near  future.

Commodity  Price  Risk  Management

     The  Corporation is subject to commodity price risk, the most significant
of  which relates to the price of pulp.  Selling prices of tissue products are
influenced,  in  part,  by  the  market price for pulp, which is determined by
industry  supply  and  demand.  On a worldwide basis, the Corporation supplies
approximately  40  percent  of  its  virgin  fiber  needs  from  internal pulp
manufacturing  operations.    Management  still intends to reduce its level of
pulp  integration, when market conditions permit, to approximately 25 percent,
and  such a reduction in pulp integration, if accomplished, could increase the
Corporation's  commodity  price  risk.  Specifically, increases in pulp prices
could  adversely affect earnings if selling prices are not adjusted or if such
adjustments  significantly  trail  the  increases  in pulp prices.  Derivative
instruments  have  not  been  used  to  manage  these  risks.



NOTE  8.  STOCK  COMPENSATION  PLANS

     Kimberly-Clark Equity Participation Plans ("Plans") provide for awards of
participation shares and stock options to key employees of the Corporation and
its  subsidiaries.  Upon maturity, participation share awards are paid in cash
based  on  the  increase  in  the  book  value  as defined by the Plans of the
Corporation's  common  stock  during  the  award  period.  Participants do not
receive dividends on the participation shares, but their accounts are credited
with  dividend  shares  payable in cash at the maturity of the award.  Neither
participation  nor dividend shares are shares of common stock.  In conjunction
with  the  restricted  stock  plan discussed later in this note, no additional
participation  shares  will  be  awarded  after  1998.

     Data  concerning  participation  and  dividend  shares  follow:





(Thousands  of  shares)                    2000      1999      1998
- ------------------------------------------------------------------------------
                                                      

Outstanding - Beginning of year . . . . .  10,229    10,049    9,381

Awarded . . . . . . . . . . . . . . . . .       -         -    2,145

Dividend shares credited - net. . . . . .     602       808      883

Matured . . . . . . . . . . . . . . . . .  (4,015)     (483)  (1,925)

Forfeited . . . . . . . . . . . . . . . .    (208)     (145)    (435)
                                           ------    ------   ------

Outstanding - End of year . . . . . . . .   6,608    10,229   10,049
                                           ======    ======   ======




     Amounts  expensed  related  to  participation  shares were $44.5 million,
$34.9  million  and  $23.1  million  in  2000,  1999  and  1998, respectively.

     The  Corporation  also  has stock option plans under which executives and
key employees may be granted awards.  Under these plans, all stock options are
granted  at  not  less than market value at the date of grant, expire 10 years
after  the  date  of  grant and generally become exercisable over three years.

     In  October  1997,  approximately 57,000 employees worldwide were granted
approximately  3.2  million  stock  options  and .2 million stock appreciation
rights  under  the  Corporation's  Global  Stock  Option Plan.  Employees were
granted  options  to purchase a fixed number of shares, ranging from 25 to 125
shares per employee, of common stock at a price equal to the fair market value
of  the Corporation's stock at the date of grant.  The grants generally became
exercisable  after  the third anniversary of the grant date and have a term of
seven  years.

     As  part of the acquisitions of Safeskin Corporation ("Safeskin") in 2000
and  Ballard  Medical  Products  ("Ballard") in 1999, outstanding Safeskin and
Ballard stock options were converted into options to acquire approximately 1.4
million and .5 million shares, respectively, of the Corporation's common stock
at  a  weighted-average  exercise  price  of  $85.22 and $36.13, respectively.




NOTE  8.    (Continued)

     Data  concerning  stock  option  activity  follows:






                                       2000                       1999                       1998
                               -----------------------   --------------------------    ---------------------
                                            WEIGHTED-               Weighted-                  Weighted-
                                            AVERAGE                 Average                    Average
                                            EXERCISE                Exercise                   Exercise
(Options  in  thousands)       OPTIONS       PRICE       Options     Price            Options    Price
- ------------------------------------------------------------------------------------------------------------
                                                                                
Outstanding - Beginning of
  year . . . . . . . . . . .   20,167      $44.08         17,132     $41.04            16,195   $36.73
Granted. . . . . . . . . . .    5,799       52.95          5,271      48.46             3,076    55.94
Exercised. . . . . . . . . .   (2,876)      30.88         (2,154)     27.24            (1,608)   22.91
Canceled or expired. . . . .     (554)      67.96           (545)     51.46              (531)   50.86
Converted Safeskin and
  Ballard stock options. . .    1,405       85.22            463      36.13                 -        -
                               ------                     ------                       ------

Outstanding - End of year. .   23,941(a)    49.67         20,167      44.08            17,132    41.04
                               ======                     ======                       ======

Exercisable - End of year. .   11,330       46.95          9,588      36.59             8,429    30.10
                               ======                     ======                       ======




(a)  Data concerning stock options at December 31, 2000 follows (options in
     thousands):





                                   Options  Outstanding
                            ----------------------------------
                                                                    Options  Exercisable
                                       Weighted-                 ------------------------
                                       Average     Remaining                    Weighted-
                                       Exercise    Contractual                  Average
Excercise Price Range       Options     Price      Life (Years)   Options        Price
- -----------------------------------------------------------------------------------------
                                                            
$12.36  -   $28.34. . . . .   2,908    $ 25.16       3.1           2,908         $ 25.16
 30.42  -    40.43. . . . .   2,106      39.88       4.8           2,106           39.88
 40.85  -    52.13. . . . .   9,891      49.58       6.4           4,213           49.29
 53.05  -    64.50. . . . .   8,583      54.01       8.3           1,705           55.98
 82.44  -   255.63. . . . .     453     172.56       1.4             398          179.85
                              -----                               ------
                             23,941                               11,330
                             ======                               ======




     At  December 31, 2000, the number of additional shares of common stock of
the  Corporation  available  for  awards  under the 1992 Plan was 10.3 million
shares.

     The  Corporation has elected to follow APB 25 and related interpretations
in accounting for its stock options.  Under APB 25, because the exercise price
of employee stock options that have been awarded was equal to the market price
of  the  underlying  stock  on  the date of grant, no compensation expense was
required  to  be  recognized.    However, SFAS 123, Accounting for Stock-Based
Compensation,  requires  presentation of pro forma net income and earnings per
share as if the Corporation had accounted for its employee stock options under
a fair value method.  For purposes of pro forma disclosure, the estimated fair
value  of  such stock options is amortized to expense over the vesting period.
Under  the  fair value method, the Corporation's net income and net income per
share  would  have  been  reduced  as  follows:





(Millions  of  dollars,  except  per  share  amounts)       2000     1999     1998
- ---------------------------------------------------------------------------------
                                                                     
Net income. . . . . . . . . . . . . . . . . . . . . . . .   $53.3    $41.2    $31.0
Basic and diluted net income per share. . . . . . . . . .     .10      .08      .06




NOTE  8.    (Continued)

     The  weighted-average fair value of the individual options granted during
2000,  1999  and 1998 is estimated as $16.24, $11.77 and $13.36, respectively,
on  the  date of grant.  The fair values were determined using a Black-Scholes
option-pricing  model  with  the  following  assumptions:





                              2000        1999        1998
- ------------------------------------------------------------
                                          
Dividend yield. . . . . .     2.04%       2.15%       1.79%
Volatility. . . . . . . .    26.20%      21.40%      17.60%
Risk-free interest rate .     6.50%       5.25%       5.59%
Expected life . . . . . .  5.8 YEARS   5.8 years   5.8 years





UNEARNED  COMPENSATION  ON  RESTRICTED  STOCK  AWARDS

     Effective  January  1,  1999,  the Corporation adopted a restricted stock
plan under which certain key employees may be granted, in the aggregate, up to
2.5  million  shares  or awards of restricted stock units of the Corporation's
common  stock.    These  restricted  stock awards vest and become unrestricted
shares  in  three  to  10  years  from  the  date  of  grant.    Although plan
participants  are entitled to cash dividends and may vote such awarded shares,
the  sale  or transfer of such shares is limited during the restricted period.
During  2000,  .5  million  shares  were  awarded at an average share price of
$58.18.  During 1999, .4 million shares were awarded at an average share price
of  $48.59.   As of December 31, 2000, 1.6 million shares of the Corporation's
common  stock  remained  available  for  awards.

     The  market  value  of the Corporation's common stock determines the
value  of the restricted stock,  and such value is recorded at the date of the
award  as unearned compensation on restricted stock in a separate component of
stockholders' equity.  This unearned compensation is amortized to compensation
expense  over the periods of restriction.  During 2000 and 1999, $10.8 million
and  $5.0 million, respectively, was charged to compensation expense under the
plan.    The  tax  effect  of  differences  between  compensation  expense for
financial  statement  and  income  tax  purposes  is  charged  or  credited to
additional  paid-in  capital.




NOTE  9.  COMMITMENTS

LEASES

     The  future  minimum obligations under leases having a noncancelable term
in  excess  of  one  year  as  of  December  31,  2000,  are  as  follows:




                                                    Operating
(Millions  of  dollars)                              Leases
- -------------------------------------------------------------
                                                    
Year Ending December 31:
  2001 . . . . . . . . . . . . . . . . . . . . . . .   $ 72.2
  2002 . . . . . . . . . . . . . . . . . . . . . . .     45.2
  2003 . . . . . . . . . . . . . . . . . . . . . . .     31.4
  2004 . . . . . . . . . . . . . . . . . . . . . . .     24.1
  2005 . . . . . . . . . . . . . . . . . . . . . . .     17.6
  Thereafter . . . . . . . . . . . . . . . . . . . .     47.3
                                                       ------

Future minimum obligations . . . . . . . . . . . . .   $237.8
                                                       ======




     Operating  lease  obligations  have  been  reduced  by approximately $8.7
million  for  rental  income  from  noncancelable  sublease  agreements.

     Consolidated  rental  expense  under operating leases was $145.9 million,
$151.4  million  and  $156.9  million  in  2000,  1999 and 1998, respectively.


RAW  MATERIALS

     The  Corporation has entered into long-term contracts for the purchase of
raw  materials,  primarily  pulp.   The minimum purchase commitments extend to
2005.  At current prices, the commitments are approximately $651 million, $668
million and $465 million in 2001, 2002 and 2003, respectively.  The commitment
beyond  the  year  2003  is  approximately  $339  million  in  total.


     Although  the  Corporation is primarily liable for rental payments on the
above-mentioned  leases  and,  considering  the  purchase  commitments for raw
materials  described  above, management believes the Corporation's exposure to
losses,  if  any,  under  these  arrangements  is  not  material.





NOTE  10.    STOCKHOLDERS'  EQUITY  AND  OTHER  COMPREHENSIVE  INCOME

STOCKHOLDERS'  EQUITY

     At  December 31, 2000, unremitted net income of equity companies included
in  consolidated  retained  earnings  was  $771  million.

     On  June  21,  1988, the board of directors of the Corporation declared a
distribution  of one preferred share purchase right for each outstanding share
of  the  Corporation's  common  stock.  On June 8, 1995, the board amended the
plan  governing  such  rights.    The  rights  are  intended  to  protect  the
stockholders  against  abusive  takeover  tactics.

     A  right will entitle its holder to purchase one two-hundredth of a share
of Series A Junior Participating Preferred Stock at an exercise price of $225,
but will not become exercisable until 10 days after a person or group acquires
or  announces  a tender offer that would result in the ownership of 20 percent
or  more  of  the  Corporation's  outstanding  common  shares.

     Under  certain  circumstances, a right will entitle its holder to acquire
either  shares  of the Corporation's stock or shares of an acquiring company's
common  stock,  in  either  event  having a market value of twice the exercise
price of the right.  At any time after the acquisition by a person or group of
20  percent  or  more,  but fewer than 50 percent, of the Corporation's common
shares, the Corporation may exchange the rights, except for rights held by the
acquiring person or group, in whole or in part, at a rate of one right for one
share of the Corporation's common stock or for one two-hundredth of a share of
Series  A  Junior  Participating  Preferred  Stock.

     The rights may be redeemed at $.005 per right prior to the acquisition by
a  person  or  group  of 20  percent  or more of the common stock.  Unless
redeemed earlier, the rights expire  on  June  8,  2005.

OTHER  COMPREHENSIVE  INCOME  (LOSS)

     The changes in the components of other comprehensive income (loss) are as
follows:





                                                               Year Ended December 31
                             ----------------------------------------------------------------------------------------
                                        2000                            1999                           1998
                             -------------------------      ----------------------------    -------------------------
                             PRETAX   TAX EXP.    NET       Pretax     Tax Exp.   Net       Pretax    Tax Exp.  Net
(Millions of dollars)        AMOUNT   (CREDIT)  AMOUNT      Amount     (Credit) Amount      Amount    (Credit) Amount
- ---------------------------------------------------------------------------------------------------------------------
                                                                                    
Unrealized translation
  adjustments. . . . . . .  $(218.8)  $   -   $(218.8)      $(154.6)   $  -     $(154.6)    $ 3.1     $  -     $3.1
Minimum pension liability
  adjustment . . . . . . .     (6.5)   (2.5)     (4.0)          6.6     2.5         4.1      (1.4)     (.6)     (.8)
                            -------   -----   -------       -------    ----      ------     -----     ----     ----

Other comprehensive
  income (loss). . . . . .  $(225.3)  $(2.5)  $(222.8)      $(148.0)   $2.5     $(150.5)    $ 1.7     $(.6)    $2.3
                            =======   =====   =======       =======    ====     =======     =====     ====     ====





     Accumulated balances of other comprehensive income (loss), net of
     applicable  income  taxes:





                                                              December  31
                                                         -----------------------
(Millions  of  dollars)                                     2000         1999
- --------------------------------------------------------------------------------
                                                                 
Unrealized translation adjustments . . . . . . . . . . . $(1,323.5)    $(1,104.7)
Minimum pension liability adjustment . . . . . . . . . .     (14.1)        (10.1)
                                                         ---------     ---------

Accumulated other comprehensive income (loss). . . . . . $(1,337.6)    $(1,114.8)
                                                         =========     =========






NOTE  11.      ACQUISITIONS  AND  DISPOSITIONS  OF  BUSINESSES

ACQUISITIONS

     On  February  8,  2000,  the  Corporation  completed  the  acquisition of
Safeskin  through  the  exchange  of  approximately 10.7 million shares of the
Corporation's  common  stock  for  all the outstanding shares of Safeskin. The
value  of  the  exchange  of  stock  plus  related  acquisition  costs  was
approximately  $750  million.  On June 30, 2000, the Corporation completed the
acquisition  of  S-K  Corporation  ("S-K")  in Taiwan. These acquisitions were
accounted  for  as purchases.  Accordingly, the results of operations of these
two  entities  have been included in the Corporation's consolidated results of
operations from the date of their acquisition and their assets and liabilities
are  included  in  the  consolidated  balance  sheet as of December 31, 2000.

     The  Corporation  engaged  independent  appraisers  to  assist  in  the
determination  of  the  fair value of the acquired assets of Safeskin and S-K.
Although  the  appraisals  are not yet complete, the Corporation believes that
the  allocation  of  the  purchase  price  will  result in assigning values to
goodwill  and  other  intangible  assets  in  a  range of $755 million to $780
million.  These intangibles will be amortized on the straight-line method over
periods  of  up  to  30  years.

     The  unaudited  pro forma combined historical results of the Corporation,
as  if  Safeskin and S-K had been acquired at the beginning of fiscal 2000 and
1999,  are  estimated  to  be:





(Millions  of  dollars,  except  per  share  amounts)             2000       1999
- ------------------------------------------------------------------------------------
                                                                     
Net sales. . . . . . . . . . . . . . . . . . . . . . . . . . .  $14,066.7  $13,329.3
Net income . . . . . . . . . . . . . . . . . . . . . . . . . .    1,799.3    1,636.2
Basic net income per share . . . . . . . . . . . . . . . . . .       3.33       3.05
Diluted net income per share . . . . . . . . . . . . . . . . .       3.30       3.03




     The  pro  forma results include amortization of the intangibles discussed
above  and  interest  expense  on  debt  assumed  to  be issued to acquire the
treasury  stock exchanged in the Safeskin purchase and to finance the purchase
of S-K.  The pro forma results are not necessarily indicative of what actually
would  have occurred if the acquisition had been completed as of the beginning
of  each  of the fiscal periods presented, nor are they necessarily indicative
of  future  consolidated  results.

     In  June  1999,  the  Corporation  acquired  the  European  consumer  and
away-from-home  tissue  businesses of Attisholz Holding AG for $365 million in
cash.  In September 1999, the Corporation completed the acquisition of Ballard
through the exchange of approximately 13.8 million shares of the Corporation's
common  stock  for  all  the  outstanding  shares of Ballard. The value of the
exchange  of  stock  plus  related  acquisition  costs  was approximately $788
million.   These two acquisitions were both recorded as purchases and resulted
in  the  allocation  of values to goodwill and other intangible assets of $704
million.

     The costs of other acquisitions relating primarily to increased ownership
and  expansion  in  Asia  and Latin America in 2000, 1999 and 1998 were $175.5
million,  $44.8  million  and  $343.5  million, respectively.  The Corporation
recognized  goodwill  on  acquisitions  of consolidated subsidiaries of $130.0
million  in  2000,  $41.4  million  in  1999  and  $72.8  million in 1998.  In
addition,  goodwill  of  $150.4  million related to the acquisitions of equity
companies  in  1998  was  recorded  in  investments  in  equity  companies.



NOTE  11.    (Continued)

DISPOSITIONS

Southeast  Timberlands
- ----------------------

     In  April  1998, the U.S. Environmental Protection Agency enacted new and
more  stringent  air  emission and water discharge regulations, referred to as
the Cluster Rule, that impose additional pollution control requirements on the
Corporation's pulp production facilities.  These rules would have required the
Corporation  to  spend  more  than  $250  million  to  meet  the  Cluster Rule
requirements  at its Mobile, Alabama pulp mill.  Sappi Fine Paper (S.D. Warren
Company),  a  producer  of  printing  and  publishing  papers,  had  purchased
approximately  one-third  of  the  pulp  mill's  output.  On May 4, 1998, S.D.
Warren  and  the  Corporation  announced  an agreement to terminate their pulp
supply  contract effective September 1, 1999.  As a result of the cancellation
of  the pulp supply contract and the cost of implementing the Cluster Rule, on
May  5, 1998, the Corporation announced its intention to dispose of its entire
integrated  pulp  operation  in Mobile, Alabama, including the related sale of
the  associated  woodlands  operations  (the  "Southeast Timberlands") and the
closure  of  its pulp production facility.  The pulp facility was shut down in
August  1999.    Closure  of  the  pulp  mill  resulted  in the elimination of
approximately  450  jobs,  and  severance  costs  of  $18.0  million for these
employees  were charged to cost of products sold in the third quarter of 1998,
at  the  time  the  employees  were  notified  of  their termination benefits.

     On  September  30, 1999, the Corporation sold approximately 460,000 acres
of  the  Southeast Timberlands to Joshua Timberlands, LLC for notes receivable
with  approximate  face  value  of  $400 million ("Joshua Notes").  The Joshua
Notes,  which were recorded at their fair value of approximately $383 million,
bear  interest initially at floating rates based on LIBOR less 15 basis points
and  are  backed  by  irrevocable  standby letters of credit issued by a major
money-center bank, are due September 30, 2009 and are extendable in additional
five-year  increments  up  to  September  30,  2029, at the option of the note
holder.    Additional acres of such timberland and related equipment were sold
to  other  buyers  prior  to  September 30, 1999 for $66 million in cash.  The
closure  of  the  pulp  mill combined with the sale of the related timberlands
resulted  in  a  pretax  gain  of  $153.3 million, which was recorded in other
(income)  expense, net.  The after-tax effect of the transaction was a gain of
$95.7  million,  or $.18  per  share.

     In  November  1999,  the  Joshua  Notes  were  transferred  for cash to a
noncontrolled  special  purpose  entity ("SPE") in which the Corporation has a
minority  voting  interest.    The  transfer  of  the  Joshua Notes, which was
accounted  for as a sale, resulted in no gain or loss to the Corporation.  The
SPE  is  accounted  for  as  an  equity  investment.

     In  connection  with  the  Mobile  pulp mill closure, on May 5, 1998, the
Corporation  gave notice to Mobile Energy Services Company, L.L.C. ("MESC") of
its  intent  to terminate a long-term energy services contract.  The resulting
termination  penalty  of $24.3 million was charged to cost of products sold in
the  second  quarter  of  1998.  On January 14, 1999, MESC and related parties
(the  "Debtors")  filed for Chapter 11 bankruptcy protection and instituted an
action against the Corporation claiming unspecified damages in connection with
the  pulp  mill  closure.

     On  December  31,  1999, a joint motion (the "Motion") was filed with the
U.S. Bankruptcy Court (the "Court") seeking approval of a settlement agreement
and  compromise  of  claims  and  pending  litigation  against the Corporation
arising  from  the  closure  of  the  pulp  mill and termination of the energy
services  contract.   Under the proposed settlement agreement, the Corporation
agreed  to  pay  MESC at closing approximately $30 million, subject to certain
adjustments.    The Court granted the Motion on January 24, 2000.   Closing of
the settlement would be subject to, among other conditions, the Debtors filing
a  plan



NOTE  11.    (Continued)

of reorganization  from  bankruptcy and the ultimate approval of that
plan by the Court.    The  approximate $30 million payment, which will be
accrued when the conditions  for settlement are met, is in addition to $24.3
million previously accrued  by  the  Corporation.  In addition, the proposed
settlement provides, among  other  things,  an  agreement  by  MESC to provide
energy  to  the Corporation's  Mobile  tissue  mill  at  market  rates.

     In August 2000, the Debtors filed a plan of reorganization with the Court
that  would  implement the settlement agreement.  During the fourth quarter of
2000,  several  crucial elements of the Debtors' plan became no longer viable.
As  a  result,  the  Debtors  have  sought and received from the Court and the
Corporation  several  extensions  of  deadlines  contained  in  the settlement
agreement.

     Because  of  uncertainty  involving  the  Debtors'  business  plans,  the
settlement  agreement  may  not  be  finalized  and  approved  by  the  Court.
Consequently,  the  Corporation has developed contingency plans to minimize or
avoid  disruption to its Mobile operations in the event that MESC is unable or
unwilling  to  supply  energy  to  the  Mobile tissue mill.  If the settlement
agreement is not finalized, the litigation and arbitration proceedings between
the  Corporation  and  the  Debtors  could  resume.    The outcome of the MESC
litigation,  arbitration  and  settlement  is  not expected to have a material
adverse  effect  on the Corporation's business, financial condition or results
of  operations.

K-C  Aviation  Inc.
- -------------------

     In August 1998, the Corporation completed the sale of its subsidiary, K-C
Aviation  Inc.,  for $250 million in cash.  The sale resulted in a pretax gain
of  $140.0  million,  which  was included in other (income) expense, net.  The
transaction resulted in an after-tax gain of $78.3 million, or $.14 per share.




NOTE  12.    CONTINGENCIES  AND  LEGAL  MATTERS

LITIGATION

     On  May  13,  1997,  the  State  of  Florida, acting through its attorney
general,  filed  a  complaint in the Gainesville Division of the United States
District  Court  for  the  Northern  District  of  Florida  alleging  that
manufacturers  of  tissue  products  for  away-from-home  use,  including  the
Corporation  and  Scott,  agreed to fix prices by coordinating price increases
for  such  products.    Following  Florida's complaint, similar actions by the
States  of  Maryland,  New York and West Virginia, as well as approximately 45
class action complaints, were filed in various federal and state courts around
the  United  States.

     The  actions  by  the  States  of  Florida,  Maryland,  New York and West
Virginia,  the  private  plaintiffs in Minnesota and the federal private class
action  plaintiffs  were dismissed with prejudice pursuant to settlements with
defendants.    A  settlement  was  reached  in  the  California  class  action
litigation and was preliminarily approved by the judge in December 2000.  With
respect  to  the  only remaining litigation, filed in Tennessee on behalf of a
purported class of indirect purchasers of commercial products, the Corporation
has answered the complaint and has denied the allegations contained therein as
well  as  any  liability.

     On  February  8,  2000,  the  Corporation  completed  the  acquisition of
Safeskin.    Approximately  300  product  liability  lawsuits seeking monetary
damages,  in  most cases of an unspecified amount, were pending in federal and
state  courts  against  Safeskin.    Safeskin  is  typically  one  of  several
defendants who manufacture or sell natural rubber latex gloves. These lawsuits
allege injuries ranging from dermatitis to severe allergic reactions caused by
the residual chemicals or latex proteins in gloves worn by health care workers
and  other  individuals  while performing their duties.  Safeskin has referred
the  defense  of  these  lawsuits  to  its  insurance  carriers.

     Since  March  11,  1999,  numerous lawsuits (collectively the "Securities
Actions") have been filed in the U.S. District Court for the Southern District
of  California  against  Safeskin  and  certain  of its officers and directors
alleging violations of Sections 10(b) and 20(a) of the Securities and Exchange
Act  of  1934,  and  Rule 10b-5 promulgated thereunder. The Securities Actions
were  brought  by  plaintiffs  in their individual capacity and on behalf of a
purported  class  of  persons  who  purchased  or  otherwise acquired Safeskin
publicly  traded  securities  during  various  periods  occurring prior to the
Corporation's  acquisition  of  Safeskin.  The  suits  allege  that plaintiffs
purchased  Safeskin  securities at prices artificially inflated by defendants'
misrepresentations and omissions concerning Safeskin's financial condition and
prospects  and  seek  an  unspecified amount of damages. Defendants' motion to
dismiss  was  denied  and  discovery  is  proceeding.

     In  addition,  a  shareholder  derivative  action  has been filed against
certain  of  Safeskin's directors, and Safeskin as a nominal defendant, in the
Supreme  Court  of  the State of California, San Diego County (the "Derivative
Action").    The  Derivative Action alleges breach of fiduciary duty, waste of
corporate  assets  and  gross  negligence  in connection with Safeskin's stock
repurchase  program  and seeks an unspecified amount of damages. The court has
stayed  discovery  in the Derivative Action so that it can be coordinated with
discovery in the Securities Actions.  Safeskin has referred the defense of the
Derivative  Action  and  the  Securities  Actions  to  its insurance carriers.

     On  April  14,  2000, a complaint was filed against Kimberly-Clark Tissue
Company  (formerly  known as Scott Paper Company) ("KCTC") and others in State
of  Maine  Superior Court.  Nineteen plaintiffs seek compensation for injuries
allegedly  caused  by exposure to substances emitted by the defendants' mills,
including  two former KCTC mills, and from the Central Maine Disposal Landfill
in  Fairfield,  Maine.





NOTE  12.    (Continued)

     The  Corporation  intends to contest the foregoing claims vigorously and,
in  management's  opinion,  they  are  not,  individually or in the aggregate,
expected  to  have  a  material  adverse effect on the Corporation's business,
financial  condition  or  results  of  operations.

     The  Corporation  is  subject  to  routine  litigation from time to time,
which,  individually  or  in the aggregate, is not expected to have a material
adverse  effect  on the Corporation's business, financial condition or results
of  operations.

ENVIRONMENTAL  MATTERS

     The  Corporation has been named a potentially responsible party under the
provisions  of  the federal Comprehensive Environmental Response, Compensation
and  Liability  Act, or analogous state statute, at a number of waste disposal
sites,  none  of  which,  individually  or  in  the aggregate, in management's
opinion,  is  likely  to  have  a material adverse effect on the Corporation's
business,  financial  condition  or  results  of  operations.



NOTE  13.      UNAUDITED  QUARTERLY  DATA





                                                  2000                                       1999
(Millions  of  dollars,        -------------------------------------------------------------------------------------
except  per  share  amounts)    FOURTH(A)  THIRD(B)  SECOND(C)  FIRST(D)    Fourth(e)  Third(f)  Second(g)  First(h)
- --------------------------------------------------------------------------------------------------------------------
                                                                                   
Net sales . . . . . . . . . .  $3,600.8   $3,529.5  $3,464.5   $3,387.2    $3,425.5   $3,307.5  $3,148.6   $3,125.2
Gross profit. . . . . . . . .   1,483.4    1,431.4   1,432.4    1,406.3     1,409.0    1,345.9   1,297.0    1,273.3
Operating profit. . . . . . .     674.7      642.1     638.3      678.7       602.5      719.0     569.3      544.6
Net income. . . . . . . . . .     455.7      440.4     434.3      470.2       424.0      478.4     391.1      374.6
  Per share basis:
    Basic . . . . . . . . . .       .85        .82       .80        .86         .78        .90       .73        .70
    Diluted . . . . . . . . .       .85        .81       .79        .86         .77        .89       .73        .69
Cash dividends declared
  per share . . . . . . . . .       .27        .27       .27        .27         .26        .26       .26        .26
Market price per share:
  High. . . . . . . . . . . .     73.25      61.81     62.94      68.13       69.56      62.19     64.06      54.88
  Low . . . . . . . . . . . .     53.63      49.94     53.00      42.00       50.81      52.13     48.00      44.81
  Close . . . . . . . . . . .     70.69      55.81     57.56      56.06       65.44      52.75     57.00      47.94




(a)  Included in the fourth quarter 2000 are the following items:




                                                                                            Net Income per Share
                                                                                            --------------------
                                                             Gross    Operating    Net
  (Millions  of  dollars,  except  per  share  amounts)      Profit     Profit     Income     Basic    Diluted
  ------------------------------------------------------------------------------------------------------------
                                                                                        
  Charges for business improvement and other
    programs . . . . . . . . . . . . . . . . . . . . . . . .  $5.8      $ 5.8      $ 4.0
  Business integration and other costs . . . . . . . . . . .   1.2        9.6        7.0
  Litigation settlements . . . . . . . . . . . . . . . . . .     -         .6         .3
                                                              ----      -----      -----

    Total. . . . . . . . . . . . . . . . . . . . . . . . . .  $7.0      $16.0      $11.3      $.03     $.02
                                                              ====      =====      =====      ====     ====




(b)  Included in the third quarter 2000 are the following items:




                                                                                            Net Income per Share
                                                                                            --------------------
                                                             Gross    Operating    Net
  (Millions  of  dollars,  except  per  share  amounts)      Profit     Profit     Income     Basic    Diluted
  ------------------------------------------------------------------------------------------------------------
                                                                                        
  Charges for business improvement and other
    programs . . . . . . . . . . . . . . . . . . . . . . . .  $4.1      $ 5.5      $ 3.6
  Business integration and other costs . . . . . . . . . . .    .2        5.7        3.5
  Litigation settlements . . . . . . . . . . . . . . . . . .     -       14.6        9.0
                                                              ----      -----      -----

    Total. . . . . . . . . . . . . . . . . . . . . . . . . .  $4.3      $25.8      $16.1      $.03     $.03
                                                              ====      =====      =====      ====     ====




(c)  Included  in  the  second  quarter  2000  are  the  following  items:




                                                                                             Net Income per Share
                                                                                             --------------------
                                                             Gross    Operating    Net
  (Millions  of  dollars,  except  per  share  amounts)      Profit     Profit     Income     Basic    Diluted
  ------------------------------------------------------------------------------------------------------------
                                                                                        

  Charges for business improvement and other
    programs . . . . . . . . . . . . . . . . . . . . . . .    $4.2      $ 5.6      $3.8
  Business integration and other costs . . . . . . . . . .      .5        5.6       3.5
                                                              ----      -----      ----

    Total. . . . . . . . . . . . . . . . . . . . . . . . .    $4.7      $11.2      $7.3       $.01     $.02
                                                              ====      =====      ====       ====     =====








NOTE  13.  (continued)

(d)  Included  in  the  first  quarter  2000  are  the  following  items:




                                                                                            Net Income per Share
                                                                                            --------------------
                                                             Gross    Operating    Net
  (Millions  of  dollars,  except  per  share  amounts)      Profit     Profit     Income     Basic    Diluted
  ------------------------------------------------------------------------------------------------------------
                                                                                        
  Charges for business improvement and other
    programs . . . . . . . . . . . . . . . . . . . . . . .   $ 6.1      $ 7.5       $ 5.0
  Business integration and other costs . . . . . . . . . .     8.2       14.2         9.0
  Patent settlement and accrued liability reversal . . . .       -      (75.8)      (46.5)
                                                              ----      ------      ------

    Total. . . . . . . . . . . . . . . . . . . . . . . . .   $14.3     $(54.1)     $(32.5)    $(.06)   $(.06)
                                                             =====     =======     =======    ======   ======




(e)  Included  in  the  fourth  quarter  1999 are the following items:




                                                                                           Net Income per Share
                                                                                           --------------------
                                                             Gross    Operating    Net
  (Millions  of  dollars,  except  per  share  amounts)      Profit     Profit     Income     Basic    Diluted
  ------------------------------------------------------------------------------------------------------------
                                                                                        
  Charges for business improvement and other
    programs . . . . . . . . . . . . . . . . . . . . . . .    $ 8.5     $(.2)      $2.4
  Business integration and other costs . . . . . . . . . .      1.8      9.2        6.1
                                                              -----     ----       ----

    Total. . . . . . . . . . . . . . . . . . . . . . . . .    $10.3     $9.0       $8.5       $.02     $.02
                                                              =====     ====       ====       ====     ====




(f)  Included in the third quarter 1999 are the following items:




                                                                                           Net Income per Share
                                                                                           --------------------
                                                             Gross    Operating    Net
  (Millions  of  dollars,  except  per  share  amounts)      Profit     Profit     Income     Basic    Diluted
  ------------------------------------------------------------------------------------------------------------
                                                                                        
  Charges for business improvement and other
    programs . . . . . . . . . . . . . . . . . . . . . . .    $36.2     $  19.4    $ 13.4
  Business integration and other costs . . . . . . . . . .      9.4        13.4       8.4
  Gain on asset disposal . . . . . . . . . . . . . . . . .        -      (153.3)    (95.7)
                                                              -----     -------    ------

    Total. . . . . . . . . . . . . . . . . . . . . . . . .    $45.6     $(120.5)   $(73.9)    $(.14)   $(.14)
                                                              =====     =======    ======     =====    =====





(g)  Included in the second quarter 1999 are the following items:




                                                                                           Net Income per Share
                                                                                           --------------------
                                                             Gross    Operating    Net
  (Millions  of  dollars,  except  per  share  amounts)      Profit     Profit     Income     Basic    Diluted
  ------------------------------------------------------------------------------------------------------------
                                                                                        
  Charges for business improvement and other
    programs. . . . . . . . . . . . . . . . . . . . . . .    $ 5.8      $  5.8     $  4.4
  Mobile pulp mill fees and related severance . . . . . .      9.0         9.0        5.6
  Gains on asset disposals. . . . . . . . . . . . . . . .        -       (23.4)     (16.6)
                                                              ----      ------     ------

    Total . . . . . . . . . . . . . . . . . .  . . .  . .    $14.8      $ (8.6)    $ (6.6)    $(.01)   $(.01)
                                                             =====      ======     ======     =====    =====




 (h) Gross profit, operating profit, net income and basic and diluted net income
     per  share  in  the  first  quarter 1999 includes $18.5 million, $22.8
     million,  $15.4  million  and  $.03,  respectively,  related to the charges
     for  business  improvement  and  other  programs.




NOTE  14.  SUPPLEMENTAL  DATA  (Millions  of  dollars)

SUPPLEMENTAL  BALANCE  SHEET  DATA




                                                                                                   December  31
                                                                                                ------------------
Summary  of  Accounts Receivable                                                                 2000        1999
- ------------------------------------------------------------------------------------------------------------------
                                                                                                    
Accounts Receivable:
  From customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $1,683.9  $1,492.3
  Other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       198.8     179.9
  Less allowance for doubtful accounts and sales discounts . . . . . . . . . . . . . . . . .       (73.1)    (71.6)
                                                                                                --------   -------

      Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $1,809.6  $1,600.6
                                                                                                ========  ========




     Accounts receivable are carried at amounts that approximate fair value.

     In  June  2000,  $220  million  of long-term notes receivable, previously
classified  as  other  assets,  were  transferred  for cash to a noncontrolled
special  purpose  entity  in  which  the  Corporation  has  a  minority voting
interest.




                                                                                                December  31
                                                                                             -------------------
Summary  of  Inventories                                                                       2000        1999
- ----------------------------------------------------------------------------------------------------------------
                                                                                                  
Inventories by Major Class:
  At the lower of cost on the FIFO method, weighted-average cost
    method or market:
    Raw materials . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  387.2   $  342.3
    Work in process . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       159.1      171.2
    Finished goods. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       840.1      713.4
    Supplies and other. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       220.0      215.4
                                                                                              -------   --------
                                                                                              1,606.4    1,442.3

  Excess of FIFO cost over LIFO cost. . . . . . . . . . . . . . . . . . . . . . . . . . .      (216.0)    (202.4)
                                                                                              -------   --------

      Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $1,390.4   $1,239.9
                                                                                             ========   ========




     Total  inventories  include  $444.1  million  and  $399.2  million  of
inventories  valued  on  the  LIFO  method  at  December  31,  2000  and 1999,
respectively.



                                                                                                December  31
                                                                                             -------------------
Summary  of  Accrued Expenses                                                                  2000        1999
- ----------------------------------------------------------------------------------------------------------------
                                                                                                  
Accruals for the 1998 and 1997 Plans. . . . . . . . . . . . . . . . . . . . . . . . . . .   $     8.3   $   24.5
Accrued advertising and promotion expense . . . . . . . . . . . . . . . . . . . . . . . .       214.1      277.8
Accrued salaries and wages. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       428.7      392.8
Other accrued expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       588.7      617.0
                                                                                             --------   --------

      Total accrued expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $1,239.8   $1,312.1
                                                                                             ========   ========







NOTE  14.      (Continued)




Summary  of  Accrued  Consumer  Coupon  Redemption  Costs
- ---------------------------------------------------------
                                     
Balance, December 31, 1999 . . . . .    $  58.7
Additions charged to expense . . . .      158.8
Payments . . . . . . . . . . . . . .     (136.1)
Changes in estimates . . . . . . . .      (26.6)
Currency rate changes. . . . . . . .        (.8)
                                        -------

Balance, December 31, 2000 . . . . .    $  54.0
                                        =======


SUPPLEMENTAL CASH FLOW STATEMENT DATA





Summary of Cash Flow Effects of (Increase) Decrease in         Year Ended December 31
Operating Working Capital(a)                                    2000       1999     1998
- --------------------------------------------------------------------------------------------



                                                                           
Accounts receivable........................................   $ (88.8)    $ (10.3)  $  87.5
Inventories................................................     (49.0)      111.2       (.4)
Prepaid expenses...........................................      10.4        28.0      14.2
Trade accounts payable.....................................      (2.4)       41.1    (101.2)
Other payables.............................................      24.5       (98.4)     41.0
Accrued expenses...........................................    (116.3)     (147.3)   (116.3)
Accrued income taxes.......................................     (77.4)       34.9     130.8
Currency rate changes......................................     (39.3)      (20.7)      8.0
                                                              --------    --------  --------

(Increase) decrease in operating working capital...........   $(338.3)    $ (61.5)  $  63.6
                                                              ========    ========  ========




(a)  Excludes the effects of acquisitions, dispositions and the business
     improvement and other programs discussed in Note 2 to the Consolidated
     Financial Statements.





                                                               Year Ended December 31
                                                           -----------------------------
Other Cash Flow Data                                         2000       1999      1998
- ----------------------------------------------------------------------------------------



                                                                         
Reconciliation of changes in cash and cash equivalents:
  Balance, January 1.......................................   $ 322.8    $144.0   $ 90.8
  (Decrease)/Increase......................................    (116.3)    178.8     53.2
                                                              --------   ------   ------

  Balance, December 31.....................................   $ 206.5    $322.8   $144.0
                                                              ========   ======   ======

Interest paid..............................................   $ 233.1    $227.1   $192.1
Income taxes paid..........................................     783.2     557.8    368.6
Increase (decrease) in cash and cash equivalents due to
  currency rate changes....................................      11.4        .1      2.4







                                                               Year Ended December 31
                                                            ----------------------------
Interest Expense                                             2000       1999      1998
- ----------------------------------------------------------------------------------------



                                                                          
Gross interest cost..........................................  $242.7    $226.0   $211.1
Capitalized interest on major construction projects..........   (20.9)    (12.9)   (12.4)
                                                               -------   -------  -------

Interest expense.............................................  $221.8    $213.1   $198.7
                                                               =======   =======  =======







NOTE 15.  BUSINESS SEGMENT AND GEOGRAPHIC DATA INFORMATION

   The Corporation is organized into three global business segments as follows:

- -  The Tissue segment manufactures and markets facial and bathroom tissue,
   paper towels, wipers and napkins for household and away-from-home use; wet
   wipes; printing, premium business and correspondence papers; and related
   products.  Products in this segment are sold under the Kleenex, Scott,
   Kimberly-Clark, Kleenex Cottonelle, Kleenex Viva, Huggies, Kimwipes, WypAll,
   Surpass and other brand names.

- -  The Personal Care segment manufactures and markets disposable diapers,
   training and youth pants and swimpants; feminine and incontinence care
   products; and related products.  Products in this segment are primarily for
   household use and are sold under a variety of well-known brand names,
   including Huggies, Pull-Ups, Little Swimmers, GoodNites, Kotex, Lightdays,
   Depend, Poise and other brand names.

- -  The Health Care and Other segment manufactures and markets health care
   products such as surgical gowns, drapes, infection control products,
   sterilization wraps, disposable face masks and exam gloves, respiratory
   products, and other disposable medical products; specialty and technical
   papers; and other products.  Products in this segment are sold under the
   Kimberly-Clark, Safeskin, Tecnol, Ballard and other brand names.

   Information concerning consolidated operations by business segment and
   geographic area, as well as data for equity companies, is presented in the
   tables below and on the following pages:

CONSOLIDATED OPERATIONS BY BUSINESS SEGMENT





                                     Net Sales                       Operating Profit(a)
                          ---------------------------------     -----------------------------
(Millions of dollars)        2000       1999         1998         2000      1999      1998
- ---------------------------------------------------------------------------------------------



                                                                   
Tissue................... $ 7,303.2   $ 6,968.8   $ 6,733.1      $1,305.0  $1,114.1  $  921.3
Personal Care............   5,437.6     5,138.1     4,596.5       1,136.7   1,092.8     588.7
Health Care and Other....   1,291.0       936.4     1,001.5         186.1     154.3     161.2
                          ----------  ----------  ----------     --------  --------  --------
Combined.................  14,031.8    13,043.3    12,331.1       2,627.8   2,361.2   1,671.2
Intersegment sales.......     (49.8)      (36.5)      (33.3)            -         -         -
Unallocated - net(b).....       -           -           -             6.0      74.2      26.5
                          ----------  ----------  ----------     --------  --------  --------

 Consolidated............ $13,982.0   $13,006.8   $12,297.8      $2,633.8  $2,435.4  $1,697.7
                          ==========  ==========  ==========     ========  ========  ========







                                  Assets                     Depreciation             Capital Spending
                         -------------------------------------------------------------------------------
(Millions of dollars)    2000       1999      1998       2000    1999    1998       2000   1999    1998
- --------------------------------------------------------------------------------------------------------



                                                                       
Tissue...............  $ 6,773.3  $ 6,096.6  $ 5,870.8  $345.9  $359.6  $341.5  $  682.2  $482.2  $345.6
Personal Care........    3,667.7    3,234.8    3,138.7   200.9   195.8   220.0     410.7   260.7   290.4
Health Care
  and Other..........    2,583.3    1,679.0      951.1    43.7    29.8    31.8      74.8    43.0    31.2
                       ---------  ---------  ---------  ------  ------  ------  --------  ------  ------
Combined.............   13,024.3   11,010.4    9,960.6   590.5   585.2   593.3   1,167.7   785.9   667.2
Unallocated
  assets(c)..........    1,455.5    1,805.1    1,727.2     1.2     1.0     1.2       2.6      .5     2.3
                       ---------  ---------  ---------  ------  ------  ------  --------  ------  ------

 Consolidated........  $14,479.8  $12,815.5  $11,687.8  $591.7  $586.2  $594.5  $1,170.3  $786.4  $669.5
                       =========  =========  =========  ======  ======  ======  ========  ======  ======







NOTE 15.  (Continued)

(a)  Included in Business Segment operating profit are the following unusual
     items:




                                                                             2000
                                                   ---------------------------------------------------------
                                                              Personal   Health Care
(Millions  of  dollars)                             Tissue      Care      and Other    Unallocated   Total
- -----------------------                            --------  ----------  ------------  -----------  --------


                                                                                      
Charges for business improvement
  and other programs............................... $20.2     $4.2        $   -         $    -       $ 24.4
Business integration and other costs...............  14.6      1.0         19.5              -         35.1
Patent settlement and accrued liability reversal...     -        -            -          (75.8)       (75.8)
Litigation settlements.............................     -        -            -           15.2         15.2
                                                    -----     ----        -----         ------       ------

    Total.......................................... $34.8     $5.2        $19.5         $(60.6)      $ (1.1)
                                                    =====     ====        =====         ======       ======







                                                                             1999
                                                   ----------------------------------------------------------
                                                              Personal   Health Care
(Millions of dollars)                               Tissue      Care      and Other    Unallocated   Total
- -----------------------                            --------  ----------  ------------  -----------  ---------


                                                                                      
Charges for business improvement
  and other programs..............................  $31.8     $16.3       $1.4          $  (1.7)     $  47.8
Business integration and other costs..............   16.4         -        6.2                -         22.6
Mobile pulp mill fees and related severance.......    9.0         -          -                -          9.0
Gains on asset disposals..........................      -         -          -           (176.7)      (176.7)
                                                    -----     -----       ----          -------      -------

    Total.........................................  $57.2     $16.3       $7.6          $(178.4)     $ (97.3)
                                                    =====     =====       ====          =======      =======







                                                                             1998
                                                   ----------------------------------------------------------
                                                              Personal   Health  Care
(Millions  of  dollars)                             Tissue      Care      and Other    Unallocated   Total
- -----------------------                            --------  ----------  ------------  -----------   --------



                                                                                      
Charges for business improvement
  and other programs..............................  $172.1    $196.6      $12.5         $  (3.4)     $377.8
Mobile pulp mill fees and related severance.......    42.3         -          -               -        42.3
Gain on asset disposal............................       -         -          -          (140.0)     (140.0)
                                                    ------    ------      -----         -------      ------
    Total.........................................  $214.4    $196.6      $12.5         $(143.4)     $280.1
                                                    ======    ======      =====         =======      ======




(b)  Consists of other income (expense), net and expenses not associated with
     the business segments.

(c)  Includes investments in equity companies of $798.8 million, $863.1
     million and $813.1 million in 2000, 1999 and 1998, respectively.

CONSOLIDATED OPERATIONS BY GEOGRAPHIC AREA





                                          Net Sales                  Operating Profit(a)
                                 -------------------------          --------------------
(Millions of dollars)            2000      1999       1998          2000      1999      1998
- ---------------------------      ----------------------------------------------------------------



                                                                      
United States...............  $ 9,059.4   $ 8,392.5   $ 7,992.8     $1,937.1  $1,821.9  $1,407.2
Canada......................      990.3       843.4       785.1        211.3     105.3     112.7
Intergeographic items(b)....     (673.5)     (507.4)     (408.9)           -         -         -
                              ----------  ----------  ----------    --------  --------  ---------

North America...............    9,376.2     8,728.5     8,369.0      2,148.4   1,927.2   1,519.9
Europe......................    2,474.5     2,544.7     2,471.2        149.7     183.3     (39.7)
Asia, Latin America, Africa
  and Middle East...........    2,680.5     2,084.6     1,766.2        329.7     250.7     191.0
                              ----------  ----------  ----------    --------  --------  ---------

Combined....................   14,531.2    13,357.8    12,606.4      2,627.8   2,361.2   1,671.2
Intergeographic items.......     (549.2)     (351.0)     (308.6)           -         -         -
Unallocated - net(c)........          -           -           -          6.0      74.2      26.5
                              ----------  ----------  ----------    --------  --------  ---------

  Consolidated..............  $13,982.0   $13,006.8   $12,297.8     $2,633.8  $2,435.4  $1,697.7
                              ==========  ==========  ==========    ========  ========  =========






NOTE  15.    (Continued)





                                                             Assets
                                              ----------------------------------
(Millions of dollars)                           2000        1999         1998
- -----------------------                       ----------------------------------



                                                              
United States...............................  $ 7,599.9    $ 6,363.1   $ 5,807.4
Canada......................................      517.0        497.5       470.0

Intergeographic items.......................      (79.4)       (79.0)      (52.6)
                                              ----------   ----------  ----------

North America...............................    8,037.5      6,781.6     6,224.8
Europe......................................    2,447.3      2,404.1     2,133.2
Asia, Latin America, Africa and Middle East.    2,676.0      1,960.7     1,714.9
                                              ----------   ----------  ----------

Combined ...................................   13,160.8     11,146.4    10,072.9
Intergeographic items.......................     (136.5)      (136.0)     (112.3)
Unallocated assets - net(d).................    1,455.5      1,805.1     1,727.2
                                              ----------   ----------  ----------

  Consolidated..............................  $14,479.8    $12,815.5   $11,687.8
                                              ==========   ==========  ==========




(a)  Included in geographic operating profit are the following unusual
     items:





                                                                2000
                                  -------------------------------------------------------------------
                                                                  Asia,
                                                              Latin America,
                                                               Africa and
(Millions  of  dollars)              U.S.    Canada    Europe  Middle East    Unallocated  Total
- -----------------------           -------------------------------------------------------------------


                                                                          
Charges for business improvement
  and other programs...............  $ 6.1     $1.1    $17.2      $-            $    -      $ 24.4
Business integration and other
  costs............................   28.8       .3      6.0       -                 -        35.1
Patent settlement and accrued
  liability reversal...............      -        -        -       -             (75.8)      (75.8)
Litigation settlements.............      -        -        -       -              15.2        15.2
                                     -----     ----    -----      --            ------      ------

    Total..........................  $34.9     $1.4    $23.2      $-            $(60.6)     $ (1.1)
                                     =====     ====    =====      ===           ======      ======








                                                                1999
                                  ------------------------------------------------------------------
                                                                  Asia,
                                                              Latin America,
                                                               Africa and
(Millions of dollars)                U.S.    Canada    Europe  Middle East     Unallocated  Total
- ----------------------            ------------------------------------------------------------------


                                                                          
Charges for business improvement
  and other programs...............  $20.5     $5.6    $31.3      $(7.9)        $  (1.7)    $  47.8
Business integration and other
  costs............................   17.4        -      5.2          -               -        22.6
Mobile pulp mill fees and related
  severance........................    9.0        -        -          -               -         9.0
Gains on asset disposals...........      -        -        -          -          (176.7)     (176.7)
                                     -----     ----    -----      ------        -------     -------
    Total..........................  $46.9     $5.6    $36.5      $(7.9)        $(178.4)    $ (97.3)
                                     =====     ====    =====      =====         =======     =======








                                                                1998
                                  ------------------------------------------------------------------
                                                                  Asia,
                                                              Latin America,
                                                               Africa and
(Millions of dollars)                U.S.    Canada    Europe  Middle East      Unallocated  Total
- ----------------------            ------------------------------------------------------------------


                                                                          
Charges for business improvement
  and other programs...............  $213.9    $(7.9)  $162.8     $12.4         $  (3.4)    $ 377.8
Mobile pulp mill fees and related
  severance........................    42.3        -        -         -               -        42.3
Gain on asset disposal.............       -        -        -         -          (140.0)     (140.0)
                                     ------    ------  ------     -----         -------     -------

    Total..........................  $256.2    $(7.9)  $162.8     $12.4         $(143.4)    $ 280.1
                                     ======    ======  ======     =====         =======     =======





NOTE 15.  (Continued)

(b)  Net sales include $409.2 million, $287.6 million and $255.9 million by
     operations in Canada to the U.S. in 2000, 1999 and 1998, respectively.

(c)  Consists of other income (expense), net and expenses not associated with
     geographic areas.

(d)  Includes investments in equity companies of $798.8 million, $863.1 million
     and $813.1 million in 2000, 1999 and 1998, respectively.

EQUITY COMPANIES' DATA BY GEOGRAPHIC AREA





                                                                                       Kimberly-
                                                                                        Clark's
                                                                                        Share
                                          Net         Gross      Operating    Net       of Net
(Millions of dollars)                    Sales        Profit       Profit    Income     Income
- -----------------------------------------------------------------------------------------------



                                                                        
For the year ended:
 December 31, 2000
  Latin America........................ $1,902.5     $730.2       $514.7     $339.1    $158.5
  Asia, Australia and Middle East(a)...    602.1      242.1         88.9       56.9      27.9
                                        --------     ------       ------     ------    ------

        Total.......................... $2,504.6     $972.3       $603.6     $396.0    $186.4
                                        ========     ======       ======     ======    ======

For the year ended:
  December 31, 1999
    Latin America(b)................... $1,611.6     $638.9       $477.7     $334.1    $154.0
    Asia, Australia and Middle East....    714.0      263.1         98.6       73.4      35.6
                                        --------     ------       ------     ------    ------

        Total.......................... $2,325.6     $902.0       $576.3     $407.5    $189.6
                                        ========     ======       ======     ======    ======

For the year ended:
  December 31, 1998
    Latin America(c)..................  $1,606.8     $574.4       $344.5     $245.5    $113.5
    Asia, Australia and Middle East...     666.9      236.6         81.8       49.1      23.6
                                        --------     ------       ------     ------    ------

        Total.........................  $2,273.7     $811.0       $426.3     $294.6    $137.1
                                        ========     ======       ======     ======    ======




(a)  As of March 31, 2000, the Corporation consolidated Hogla-Kimberly Limited,
     its Israeli affiliate, in which the Corporation made an additional
     investment to gain majority ownership.

(b)  As of January 1, 1999, the Corporation consolidated Colombiana Kimberly
     Colpapel S.A., its Colombian affiliate, in which the Corporation made an
     additional investment in late 1998 to gain majority ownership of certain
     equity affiliates.

(c)  Operating profit, net income and Kimberly-Clark's share of net income
     includes a loss of $38.9 million, $19.8 million and $9.2 million,
     respectively, related to the change in the value of the Mexican peso.  In
     May 1998, the Corporation acquired 50 percent of Klabin Tissue, S.A., the
     leading tissue manufacturer in Brazil.





NOTE 15.  (Continued)





                                              Non-                   Non-        Stock-
                                   Current   Current   Current      Current      holders'
(Millions of dollars)              Assets    Assets   Liabilities  Liabilities   Equity
- -----------------------------------------------------------------------------------------



                                                                 
December 31, 2000
  Latin America..................  $  846.6   $1,172.0   $496.7    $382.7       $1,139.2
  Asia, Australia and Middle East     163.9      270.7     92.7     151.1          190.8
                                   --------   --------   ------    ------       --------

      Total......................  $1,010.5   $1,442.7   $589.4    $533.8       $1,330.0
                                   ========   ========   ======    ======       ========

December 31, 1999
  Latin America .................  $  860.6   $1,076.4   $428.8    $400.9       $1,107.3
  Asia, Australia and Middle East     254.0      391.7    143.3     194.1          308.3
                                   --------   --------   ------    ------       --------

      Total......................  $1,114.6   $1,468.1   $572.1    $595.0       $1,415.6
                                   ========   ========   ======    ======       ========

December 31, 1998
  Latin America..................  $  785.5   $1,170.7   $575.0    $154.0       $1,227.2
  Asia, Australia and Middle East     239.2      359.1    129.5     173.8          295.1
                                   --------   --------   ------    ------       --------

      Total......................  $1,024.7   $1,529.8   $704.5    $327.8       $1,522.3
                                   ========   ========   ======    ======       ========




  Equity companies are principally engaged in operations in the Tissue and
  Personal Care businesses.

  KCM is partially owned by the public and its stock is publicly traded in
Mexico.  At December 31, 2000, the Corporation's investment in this equity
company was $455.3 million, and the estimated fair value of the investment
was $1.7 billion based on the market price of publicly traded shares.



INDEPENDENT AUDITORS' REPORT
Kimberly-Clark Corporation and Subsidiaries

Kimberly-Clark Corporation, Its Directors and Stockholders:

  We have audited the accompanying consolidated balance sheets of
Kimberly-Clark Corporation and Subsidiaries as of December 31, 2000 and 1999,
and the related consolidated statements of income, stockholders' equity and
cash flows for each of the three years in the period ended December 31, 2000.
These financial statements are the responsibility of the Corporation's
management.  Our responsibility is to express an opinion on these financial
statements based on our audits.

  We conducted our audits in accordance with auditing standards generally
accepted in the United States of America.  Those standards require that we
plan and perform the 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.

  In our opinion, such consolidated financial statements present fairly, in
all material respects, the financial position of Kimberly-Clark Corporation
and Subsidiaries at December 31, 2000 and 1999, and the results of their
operations and their cash flows for each of the three years in the period
ended December 31, 2000, in conformity with accounting principles generally
accepted in the United States of America.




/s/ Deloitte & Touche LLP
- ---------------------------
Deloitte & Touche LLP
Dallas, Texas
January 23, 2001





MANAGEMENT'S RESPONSIBILITY FOR FINANCIAL REPORTING
Kimberly-Clark Corporation and Subsidiaries

  The management of Kimberly-Clark Corporation is responsible for conducting
all aspects of the business, including the preparation of the consolidated
financial statements in this annual report.  The consolidated financial
statements have been prepared using generally accepted accounting principles
considered appropriate in the circumstances to present fairly the Corporation's
consolidated financial position, results of operations and cash flows on a
consistent basis.  Management also has prepared the other information in this
annual report and is responsible for its accuracy and consistency with the
consolidated financial statements.

  As can be expected in a complex and dynamic business environment, some
financial statement amounts are based on management's estimates and judgments.
Even though estimates and judgments are used, measures have been taken to
provide reasonable assurance of the integrity and reliability of the financial
information contained in this annual report.  These measures include an
effective control-oriented environment in which the internal audit function
plays an important role, an Audit Committee of the board of directors that
oversees the financial reporting process, and independent audits.

  One characteristic of a control-oriented  environment is a system of internal
control over financial reporting and over safeguarding of assets against
unauthorized acquisition, use or disposition, designed to provide reasonable
assurance to management and the board of directors regarding preparation of
reliable published financial statements and such asset safeguarding.  The
system is supported with written policies and procedures, contains
self-monitoring mechanisms and is audited by the internal audit function.
Appropriate actions are taken by management to correct deficiencies as they are
identified.  All internal control systems have inherent limitations, including
the possibility of circumvention and overriding of controls, and, therefore,
can provide only reasonable assurance as to financial statement preparation and
such asset safeguarding.

  The Corporation also has adopted a code of conduct that, among other things,
contains policies for conducting business affairs in a lawful and ethical
manner everyplace in which it does business, for avoiding potential conflicts
of interest and for preserving confidentiality of information and business
ideas.  Internal controls have been implemented to provide reasonable
assurance that the code of conduct is followed.

  The consolidated financial statements have been audited by the independent
accounting firm, Deloitte & Touche LLP.  During their audits, independent
auditors were given unrestricted access to all financial records and related
data, including minutes of all meetings of stockholders and the board of
directors and all committees of the board.  Management believes that all
representations made to the independent auditors during their audits were
valid and appropriate.

  During the audits conducted by both the independent auditors and the
internal audit function, management received recommendations to strengthen or
modify internal controls in response to developments and changes.  Management
has adopted, or is in the process of adopting, all recommendations that are
cost effective.



  The Corporation has assessed its internal control system as of December 31,
2000, in relation to criteria  for effective internal control over financial
reporting described in "Internal Control - Integrated Framework" issued by the
Committee of Sponsoring Organizations of the Treadway Commission.  Based on
this assessment, management believes that, as of December 31, 2000, its system
of internal control over the preparation of its published interim and annual
consolidated financial statements and over safeguarding of assets against
unauthorized acquisition, use or disposition met those criteria.






/s/ Wayne R. Sanders        /s/ Thomas J. Falk        /s/ John W. Donehower
- -----------------------     -------------------       ---------------------
Wayne R. Sanders            Thomas J. Falk            John W. Donehower
Chairman of the Board and   President and             Senior Vice President and
Chief Executive Officer     Chief Operating Officer   Chief Financial Officer

January 23, 2001



ADDITIONAL  INFORMATION

Transfer  Agent,  Registrar  and  Dividend  Disbursing  Agent

Fleet National Bank is the Transfer Agent, Registrar and Dividend Disbursing
Agent  for  the  Company's  common  stock  and  is responsible for maintaining
shareholder  account  records.  Inquiries  regarding  dividend  payments, lost
certificates,  IRS  Form  1099,  changes  in  address,  name  or ownership, or
information  regarding  Kimberly-Clark's  Dividend  Reinvestment  and  Stock
Purchase  Plan  should  be  addressed  to:

Fleet National Bank
c/o EquiServe
P.O. Box 43010
Providence, RI 02940-3010
Telephone: 800-730-4001
Internet: http://www.equiserve.com

Dividends  and  Dividend  Reinvestment  Plan

Quarterly  dividends have been paid continually since 1935. Dividends are paid
on  or about the second day of January, April, July and October. The Automatic
Dividend  Reinvestment  service  of  Fleet  National  Bank  is  available  to
Kimberly-Clark  stockholders  of  record.  The  service  makes it possible for
Kimberly-Clark  stockholders  of  record to have their dividends automatically
reinvested  in  common  stock  and  to  make additional cash investments up to
$3,000  per  quarter.

Stock  Exchanges

Kimberly-Clark  common  stock  is  listed on the New York, Chicago and Pacific
stock  exchanges.  The  ticker  symbol  is  KMB.

Annual  Meeting  of  Stockholders

The  Annual  Meeting  of  Stockholders  will  be  held  at the Company's World
Headquarters,  351  Phelps  Drive,  Irving,  Texas, at 11:00 a.m. on Thursday,
April  26,  2001.



Investor  Relations

Securities analysts, portfolio managers and representatives of institutional
investors  seeking  information  about  the  Company should contact Michael D.
Masseth,  Vice  President - Investor Relations, at 972-281-1478. Investors may
also  obtain information about Kimberly-Clark and copies of documents released
by  the  Company  by  calling  800-639-1352.

Calendar

Kimberly-Clark's  fiscal  year  ends  December  31.  The  annual  report  is
distributed  in  March.

SEC  Form  10-K  and  Other  Information/Company  Web  Site

Stockholders  and  others will find the Company's financial information, press
releases  and  other  information  on  the  Company's  Web  site  at
www.kimberly-clark.com.  There  is  a  direct  link  from  the Web site to the
Securities  and  Exchange  Commission  (SEC)  filings  via the EDGAR database,
including  Forms  10-K,  10-Q  and  8-K.  Stockholders may contact Stockholder
Services,  P.O.  Box  612606, Dallas, Texas 75261-2606 or call 972-281-1521 to
obtain  a  hard  copy  of  these  reports  without  charge.

Employees  and  Stockholders

In  its worldwide consolidated operations, Kimberly-Clark had 66,300 employees
as  of December 31, 2000. Equity companies had an additional 11,700 employees.
The  Corporation had 48,516 stockholders of record and 533.4 million shares of
common  stock  outstanding  as  of  the  same  date.

Trademarks

The  brand  names  mentioned  in this report - Andrex, Ballard, Classic Crest,
Cottonelle,  Cottonelle  Fresh, Depend, DryNites, GoodNites, Huggies, Just for
Me,  Kimberly-Clark,  KimGuard,  KimTech, Kimwipes, KleenBebe, Kleenex, Kotex,
Lightdays,  Lines,  Little  Swimmers,  Neve,  Parentstages.com,  Poise, Popee,
Pull-Ups, Safeskin, Scott, Scottex, Scottfold, Splash 'n Go!, Surpass, Tecnol,
Viva  and  WypAll  -  are trademarks of  Kimberly-Clark  Corporation  or its
affiliates.