SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
X ANNUAL REPORT PURSUANT TO SECTION
13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 26, 1993 or
TRANSITION REPORT PURSUANT TO SECTION
13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ____ to ____
Commission File Number 1-4825
WEYERHAEUSER COMPANY
A Washington Corporation (IRS Employer Identification
No. 91-0470860)
Tacoma, Washington 98477
Telephone (206) 924-2345
Securities registered pursuant to Section 12(b) of the Act:
Name of Each Exchange on
Title of Each Class Which Registered
-------------------------------- -----------------------------
Common Shares ($1.25 par value) Midwest Stock Exchange
New York Stock Exchange
Pacific Stock Exchange
Tokyo Stock Exchange
Rights to Purchase Cumulative New York Stock Exchange
Preference Shares,
Fourth Series
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90
days. Yes X No . Indicate by check mark if disclosure of
delinquent filers pursuant to Item 405 of Regulation S-K is not
contained herein, and will not be contained, to the best of
registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X] The aggregate market value of
registrant's voting shares held by non-affiliates was $9,764,032,027
as of February 25, 1994. The number of shares outstanding of
registrant's class of common stock, as of February 25, 1994, was
205,558,569 common shares ($1.25 par value).
Weyerhaeuser Company and Subsidiaries
Documents Incorporated
by Reference
- ------------------------------------------------------------------------
The following documents are incorporated in this Form 10-K Annual
Report by reference:
Part of Form 10-K
Document Into Which Document Incorporated
-------- --------------------------------
Weyerhaeuser Company Annual Report* Part I, Item 1 and Part II, Items 5-8
Notice of 1994 Annual Meeting Part III
of Shareholders and Proxy Statement*
*Such sections, identified by page numbers, as are referenced in the
Cross Reference Sheet included with this Form 10-K Annual Report.
2
Weyerhaeuser Company and Subsidiaries
Cross Reference Sheet
- -----------------------------------------------------------------------
Location, by Page Number,
in Document Incorporated by Reference
-------------------------------------
1993 Notice of 1994
Weyerhaeuser Annual Meeting
Company of Shareholders
Annual and Proxy
Form 10-K Item Report Statement
---------------- ------------- ----------------
Part I
Item 1. Business
General Development of Business 34-40 -
Financial Information About Industry Segments 73-75 -
Narrative Description of Business 34-40 -
Financial Information About Foreign and Domestic
Operations and Export Sales 34, 55-56 -
Item 2. Properties - -
Item 3. Legal Proceedings - -
Item 4. Submission of Matters to a Vote of Security Holders - -
Part II
Item 5. Market for Registrant's Common Equity and
Related Stockholder Matters
Market Information 75 -
Holders 76-77 -
Dividends 75 -
Item 6. Selected Financial Data 76-77 -
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations 23-32, 34-44 -
Item 8. Financial Statements and Supplementary Data
Report of Independent Public Accountants 44 -
Consolidated Statement of Earnings 45 -
Consolidated Balance Sheet 46-47 -
Consolidated Statement of Cash Flows 48-49 -
Consolidated Statement of Shareholders' Interest 50-51 -
Notes to Financial Statements (including
business segments data required by
Financial Accounting Standards Board
Statement No. 14) 52-77 -
Selected Quarterly Financial Data 75 -
3
Weyerhaeuser Company and Subsidiaries
Cross Reference Sheet - Continued
- -----------------------------------------------------------------------------
Location, by Page Number,
in Document Incorporated by Reference
-------------------------------------
1993 Notice of 1994
Weyerhaeuser Annual Meeting
Company of Shareholders
Annual and Proxy
Form 10-K Item Report Statement
-------------- ----------- ----------------
Part II - Continued
Item 9. Changes in and Disagreements on Accounting
and Financial Disclosure** - -
Part III
Item 10. Directors and Executive Officers of the Registrant - 1-4
Item 11. Executive Compensation - 5-12
Item 12. Security Ownership of Certain Beneficial
Owners and Management - 4-5
Item 13. Certain Relationships and Related Transactions - 15-16
**Item not applicable.
4
Weyerhaeuser Company and Subsidiaries
PART I
Item 1. Business
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DESCRIPTION OF THE BUSINESS OF THE COMPANY
Weyerhaeuser Company (the company) was incorporated in the state of
Washington in January 1900, as Weyerhaeuser Timber Company. It is
principally engaged in growing and harvesting of timber and the
manufacture, distribution and sale of forest products, real estate
development and construction, and financial services. Its principal
business segments include timberlands and wood products, pulp and
paper products, real estate, and financial services. A description of
each of these business segments follows.
Timberlands and Wood Products
The company owns approximately 5.5 million acres of commercial
forestland in the United States (50% in the South and 50% in the
Pacific Northwest), most of it highly productive and located
extremely well to serve both domestic and international markets. The
company has, additionally, long-term license arrangements in Canada
covering approximately 17.8 million acres (of which 14 million acres
are considered to be productive forestland). The combined total
timber inventory on these U.S. and Canadian lands is approximately 245
million cunits (a cunit is 100 cubic feet of solid wood), of which
approximately 75% is softwood species. The relationship between cubic
measurement and the quantity of end products that may be produced from
timber varies according to the species, size and quality of timber,
and will change through time as the mix of these variables changes.
To sustain the timber supply from its fee timberland, the company is
engaged in extensive planting, suppression of nonmerchantable species,
precommercial and commercial thinning and fertilization and
operational pruning, all of which increase the yield from its fee
timberland acreage.
Inventory Thousands of Acres at December 26, 1993
---------- -------------------------------------------
Millions Fee Long-term License
of Cunits Ownership Leases Arrangements Total
---------- --------- --------- ------------ ------
Geographic Area
Washington
Cascade 13 502 - - 502
Longview 10 439 - - 439
Twin Harbors 20 580 - - 580
---------- --------- --------- ------------ ------
43 1,521 - - 1,521
---------- --------- --------- ------------ ------
Oregon
Coos Bay 5 210 - - 210
Klamath Falls 4 598 - - 598
Willamette 9 403 - - 403
---------- ---------- --------- ------------ ------
18 1,211 - - 1,211
---------- ---------- --------- ------------ ------
Southern
Mississippi/
Alabama 4 383 101 - 484
North Carolina/
Georgia 9 717 48 - 765
Oklahoma/
Arkansas 13 1,680 9 - 1,689
---------- --------- --------- ------------ -------
26 2,780 158 - 2,938
---------- --------- --------- ------------ -------
Total United States 87 5,512 158 - 5,670
---------- --------- --------- ------------ -------
Canada
Alberta 91 - - 5,793 5,793
British Columbia 10 12 - 3,595 3,607
Saskatchewan 57 - - 8,457 8,457
---------- --------- --------- ----------- -------
Total Canada 158 12 - 17,845 17,857
---------- --------- --------- ----------- -------
TOTAL 245 5,524 158 17,845 23,527
========== ========= ========= =========== =======
5
Weyerhaeuser Company and Subsidiaries
Part I
Item 1. Business - Continued
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Thousand Acres Million Thousand Acres
------------------ Seedlings -------------------------------
Harvested Planted Planted Stocking Control Fertilization
--------- ------- ------- ---------------- -------------
1993 Activity
Washington 27.0 30.0 14.9 10.4 53.6
Oregon 15.1 16.1 7.1 20.4 26.7
Southern 54.6 40.1 19.9 8.3 195.0
--------- ------- ------- ---------------- -------------
Total United
States 96.7 86.2 41.9 39.1 275.3
========= ======= ======= ================ =============
Cumulative
Activity 4,142.1 3,500.6 2,496.2 1,494.3 3,584.1
========= ======= ======= ================ =============
The company's wood products businesses produce and sell softwood
lumber, plywood and veneer; composite panels; oriented strand board;
hardboard; hardwood lumber and plywood; doors; treated products; logs;
chips and timber. These products are sold primarily through the
company's own sales organizations. Building materials are sold to
wholesalers, retailers and industrial users.
Sales by volumes by major product class are as follows (millions):
1993 1992 1991 1990 1989
----- ----- ----- ----- -----
Raw materials - cubic ft. 547 545 538 540 587
Softwood lumber - board ft. 4,230 3,440 3,269 3,417 4,223
Softwood plywood and veneer - sq. ft. (3/8") 2,435 2,227 2,135 2,212 2,441
Composite panels - sq. ft. (3/4") 626 590 685 641 635
Oriented strand board - sq. ft. (3/8") 1,672 1,484 1,205 1,185 1,180
Hardboard - sq. ft. (7/16") 140 133 114 126 133
Hardwood lumber - board ft. 240 218 219 209 223
Hardwood doors (thousands) 556 514 525 697 1,146
Selected product prices:
1993 1992 1991 1990 1989
------ ------ ------ ------ ------
Export logs (#2 sawlog-bark on) - $/MBF
Cascade - Douglas fir $1,211 $ 930 $ 687 $ 641 $ 645
Coastal - Hemlock 828 562 531 558 520
Coastal - Douglas fir 1,104 858 633 588 525
Lumber (common) - $/MBF
2x4 Douglas fir (kiln dried) 418 295 250 241 263
2x4 Douglas fir (green) 383 261 224 223 247
2x4 southern yellow pine (kiln dried) 397 285 237 233 224
2x4 spruce-pine-fir (kiln dried) 334 231 187 186 184
Plywood (1/2" CDX) - $/MSF
West 321 281 220 209 224
South 282 249 192 184 200
Oriented strand board (7/16"-24/16)
North Central price - $/MSF 235 217 147 129 170
6
Weyerhaeuser Company and Subsidiaries
Part I
Item 1. Business - Continued
- -----------------------------------------------------------------------------
Pulp and Paper Products
The company's pulp and paper products businesses include: Pulp, which
manufactures chemical wood pulp for world markets; Newsprint, which
manufactures newsprint at the company's North Pacific Paper
Corporation mill and markets it to West Coast and Japanese newspaper
publishers; Paper, which manufactures and markets a range of both
coated and uncoated fine papers through paper merchants and printers;
Containerboard Packaging, which manufactures linerboard and
corrugating medium, which is primarily used in the production of
corrugated shipping containers and manufactures and markets corrugated
shipping containers for industrial and agricultural packaging;
Paperboard, which manufactures bleached paperboard that is used for
production of liquid containers and is marketed to West Coast and
Pacific Rim customers; Recycling, which operates an extensive
wastepaper collection system and markets it to company mills and
worldwide customers; Chemicals, which produces chlorine, caustic and
tall oil, which are used principally by the company's pulp and paper
operations; and Personal Care Products, which manufactures disposable
diapers sold under the private-label brands of many of North America's
largest retailers (this business was sold in February 1993 through an
initial public offering of stock).
Sales volumes by major product class are as follows (thousands):
1993 1992 1991 1990 1989
------ ------ ------ ------ ------
Pulp - air-dry metric tons 1,886 1,238 1,433 1,194 1,116
Newsprint - metric tons 609 575 450 453 473
Paper - tons 990 966 869 893 849
Paperboard - tons 222 238 234 220 197
Containerboard - tons 290 318 418 444 497
Packaging - MSF 31,386 29,414 26,525 25,022 24,560
Recycling - tons 851 778 735 648 633
Personal care products - standard cases - 17,017 14,929 11,471 12,181
Selected product prices (per ton):
1993 1992 1991 1990 1989
----- ----- ----- ----- -----
Pulp - NBKP-air-dry metric-U.S. $ 445 $ 551 $ 568 $ 800 $ 830
Paper - uncoated free sheet-U.S. 627 630 713 859 889
Linerboard - 42 lb.-Eastern U.S. 295 343 330 360 404
Newsprint - metric -West Coast U.S. 435 433 549 561 567
7
Weyerhaeuser Company and Subsidiaries
Part I
Item 1. Business - Continued
- -----------------------------------------------------------------------------
Real Estate
The company, through its real estate subsidiary, Weyerhaeuser Real
Estate Company, is a builder/developer of for-sale housing and
apartments, develops commercial and residential lots for sale to users
and other builders, builds commercial buildings for sale to
institutional investors, and is an investor in joint ventures and
limited partnerships.
Volumes sold:
1993 1992 1991 1990 1989
----- ----- ----- ----- -----
Single-family units 1 3,879 3,917 4,410 5,113 5,858
Multi-family units 1 1,141 60 317 358 412
Lots 1 1,372 2,762 1,138 3,008 2,729
Commercial space (thousand sq. ft.) 88 142 269 235 945
1 Includes proportional share of joint venture sales.
Financial Services
The company, through its financial services subsidiary, Weyerhaeuser
Financial Services, Inc., is involved in a range of financial
services. The principal operating unit is Weyerhaeuser Mortgage
Company, which has origination offices in 12 states, with a servicing
portfolio of $8.4 billion covering approximately 112,000 loans
throughout the country. Mortgages are resold in the secondary market
through mortgage-backed securities to financial institutions and
investors. Through its insurance services organization, it also
offers a broad line of property, life and disability insurance. GNA
Corporation, a subsidiary that specialized in the sale of life
insurance annuities and mutual funds to the customers of financial
institutions, was sold in April 1993. Republic Federal Savings & Loan
Association, a subsidiary that operated in Southern California through
1991, was dissolved in 1992.
Volume information (millions):
1993 1992 1991 1990 1989
------ ------ ------- ------- -------
Loan servicing portfolio $8,400 $9,800 $10,600 $11,600 $11,800
Single-family loan originations $4,405 $3,380 $2,496 $2,131 $3,251
8
Weyerhaeuser Company and Subsidiaries
Part I
Item 2. Properties
- -----------------------------------------------------------------------------
Timberlands and Wood Products
Facilities and annual production are summarized by major product class
as follows (millions):
Number
Production of
Capacity Facilities 1993 1992 1991 1990 1989
---------- ---------- ----- ----- ----- ----- -----
Logs - cubic ft. - - 673 749 782 817 839
Softwood lumber - board ft. 3,215 27 3,135 2,782 2,687 2,719 2,759
Softwood plywood
and veneer - sq. ft. (3/8") 1,246 8 1,188 1,125 966 1,076 1,069
Composite panels
- sq. ft. (3/4") 609 6 564 540 493 505 587
Oriented strand
board - sq. ft. (3/8") 1,440 5 1,443 1,234 1,208 1,156 1,121
Hardboard - sq. ft. (7/16") 130 1 120 118 90 119 131
Hardwood lumber - board ft. 255 8 221 210 196 202 212
Hardwood doors (thousands) 561 1 522 469 448 556 833
Principal manufacturing facilities are located as follows:
Softwood lumber and plywood Hardwood doors
Alabama, Arkansas, Georgia, Idaho, Wisconsin
Mississippi,
North Carolina, Oklahoma, Oregon, Composite panels
Washington, and Georgia, North Carolina,
Alberta, British Columbia, and Oregon and Wisconsin
Saskatchewan, Canada
Oriented strand board
Hardwood lumber Michigan, North Carolina,
Arkansas, Oklahoma, Pennsylvania, and Alberta, Canada
Washington,
and Wisconsin Hardboard
Oregon
9
Weyerhaeuser Company and Subsidiaries
Part I
Item 2. Properties - Continued
- ------------------------------------------------------------------------------
Pulp and Paper Products
Facilities and annual production are summarized by major product class
as follows (thousands):
Number
Production of
Capacity Facilities 1993 1992 1991 1990 1989
---------- ---------- ------ ------ ------ ------ ------
Pulp - air-dry metric tons 2,130 8 2,096 1,506 1,527 1,386 1,275
Newsprint - metric tons 675 1 618 588 461 459 486
Paper - tons 1,015 5 1,007 971 889 900 919
Paperboard - tons 220 1 217 229 238 217 221
Containerboard - tons 2,360 5 2,269 2,240 2,224 2,171 2,168
Packaging - MSF 36,800 36 32,795 31,040 27,583 26,146 25,764
Recycling - tons - 21 1,847 1,692 1,415 1,204 1,163
Personal care
products - standard cases - - - 16,743 14,902 11,471 12,019
Principal manufacturing facilities are located as follows:
Pulp Containerboard
Georgia, Mississippi, North North Carolina, Oklahoma,
Carolina, Washington, and Oregon, and Washington
Alberta, British Columbia, and
Saskatchewan, Canada Packaging
Arizona, California, Florida,
Newsprint Georgia, Hawaii, Illinois,
Washington Indiana, Iowa, Kentucky, Maine,
Michigan, Minnesota,
Paper Mississippi, Missouri, Nebraska,
Mississippi, North Carolina, New Jersey, New York, North
Washington, Wisconsin, and Carolina, Ohio, Oregon,
Saskatchewan, Canada Tennessee, Texas, Virginia,
Washington, and Wisconsin
Paperboard
Washington Recycling
California, Colorado, Iowa,
Kansas, Maryland, North
Carolina, Oklahoma, Oregon,
Texas, Virginia, Washington, and
British Columbia, Canada
Chemicals
Georgia, Mississippi, North
Carolina, Oklahoma, Washington,
and Saskatchewan, Canada
10
Weyerhaeuser Company and Subsidiaries
Part I
Item 2. Properties - Continued
- -----------------------------------------------------------------------------
Real Estate
Principal operations are located as follows:
Activity
--------------------------------------------------------------
Com-
Primary Resi- Com- mercial General
Real Estate States of Single- Multi- dential mercial Acre- Pro- Con- Venture
Companies Operations Family Family Lots Lots age jects tracting Capital
- ----------- ---------- ------- ------ ------- ------- ----- ------- -------- -------
Centennial Texas x x x
Homes, Inc.
Land Management Alabama, x x x
Arkansas,
Georgia,
Mississippi,
North Carolina,
Oregon,
Washington
Pardee California, x x x x x
Construction Nevada
Co.
The Quadrant Washington x x x x x x
Corp.
Scarborough New Jersey x x x
Corporation
Scarborough Florida x x x x
Constructors,
Inc.
Trendmaker, Inc. Texas x x
Westminster
Homes, Inc. North Carolina x x x x x
Winchester Maryland, x x x x
Homes, Inc. Virginia
Weyerhaeuser Alaska, Arizona, x
Venture Co. California,
Colorado, Florida,
Nevada,
Oregon,
Washington
Weyerhaeuser Washington
Real
Estate Company
(Parent Company)
11
Weyerhaeuser Company and Subsidiaries
Part I
Item 2. Properties - Continued
- -----------------------------------------------------------------------------
Financial Services
Principal operations are located as follows:
Activity
------------------------------------------
Mort- Invest- Mort-
Financial Primary Mort- gage ment gage
Services States of gage Ser- Insur- Sales & Sec-
Companies Operations Lending vicing ance Service urities
---------------- ------- ------ ------ ------- -------
Weyerhaeuser Branches in 12 x x x x
Mortgage states with major
Company concentrations
in California,
Hawaii, and
Nevada
Mortgage California x
Securities
Corporations
WFS (Republic) California x
Inc.
Weyerhaeuser Delaware
Financial
Services, Inc.
(Parent Company)
12
Weyerhaeuser Company and Subsidiaries
Part I
Item 3. Legal Proceedings
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Trial began in May 1992 in a federal income tax refund case that the
company filed in July 1989 in the United States Claims Court. The
complaint seeks a refund of federal income taxes that the company
contends it overpaid in 1977 through 1983. The alleged overpayments
are the result of the disallowance of certain timber casualty losses
and certain deductions claimed by the company arising from export
transactions. The refund sought was approximately $29 million, plus
statutory interest from the dates of the alleged overpayments. The
company has reached an agreement with the United States Department of
Justice to settle the portion of the case relating to export
transactions. That settlement has been approved by the Joint
Committee on Taxation of the U.S. Congress. The tax refund remaining
in dispute is approximately $9 million plus statutory interest from
the dates of the alleged overpayments. The court has not entered a
decision on the remaining issue.
On March 6, 1992, the company filed a complaint in the Superior Court
for King County, Washington against a number of insurance companies.
The complaint seeks a declaratory judgment that the insurance
companies named as defendants are obligated under the terms and
conditions of the policies sold by them to the company to defend the
company and to pay, on the company's behalf, certain claims asserted
against the company. The claims relate to alleged environmental
damage to third-party sites and to some of the company's own property
to which allegedly toxic material was delivered or on which allegedly
toxic material was placed in the past. Since December 1992, the
company has agreed to settlements with six of the defendants. In July
1993, the trial court dismissed fourteen of the thirty-five sites
named in the complaint. Appeal of those dismissals was heard by the
Washington State Supreme Court on February 22, 1994. Trial on two
sites is scheduled for October 1994.
In April 1991, the United States Environmental Protection Agency (EPA)
issued an amended complaint adding the company as an additional
defendant in an administrative proceeding under the Toxic Substances
Control Act (TSCA). The proceeding seeks penalties of $171,000 from
all defendants with respect to alleged improper storage and record
keeping between 1980 and 1989 for certain transformers which contained
polychlorinated biphenyls. The transformers, which the company sold
in 1980, were located at the company's former hardboard siding mill in
Doswell, Virginia. The company is currently negotiating with the EPA
to settle the matter with no admission of liability or penalties.
In April 1992, the Georgia Department of Natural Resources,
Environmental Protection Division issued a Notice of Violation to the
company's Adel, Georgia particleboard plant citing violations of
particulate emission standards. A consent order was entered into on
September 18, 1992 assessing a $35,000 penalty and a stipulated
penalty of $100 per day until the facility is in full compliance with
particulate emission requirements. The Consent Order sets a
compliance deadline of January 31, 1994. The Consent Order also
requires that the company demonstrate that the facility is in
compliance with regulations under the Prevention of Significant
Deterioration (PSD) regulations under the Clean Air Act. The company
has submitted compliance data and is awaiting the State's concurrence
that it satisfies the consent order requirements.
The company has undertaken a review of all its wood products
facilities for compliance with the PSD regulations and has disclosed
PSD compliance issues to certain state agencies and the EPA. The
company and the State of Mississippi Department of Environmental
Quality (DEQ) have entered into a consent agreement concerning PSD
regulations at two company facilities in Mississippi involving
penalties of $170,000. The State of Alabama has issued a compliance
order with penalties totaling $100,000 for noncompliance with PSD
regulations at the company's Millport facility. The company and North
Carolina's Division of Environmental Management have entered into a
consent agreement for its Elkin, North Carolina facility involving
penalties of $140,000 and are currently negotiating a separate consent
agreement for its Moncure, North Carolina facility involving penalties
of $140,000. The company has signed a consent agreement including
penalties of $140,000 relating to PSD issues at the company's Wright
City, Oklahoma facility with the State of Oklahoma Department of
Environmental Quality. The company is negotiating a consent agreement
with the State of Arkansas concerning PSD related issues for two
facilities in that state involving $375,000 in total penalties for
both facilities. Region V of the EPA has issued a Notice of Violation
for permit violations at the company's Grayling, Michigan facility.
The company is negotiating settlement of those alleged permit
violations and other PSD related issues with the Michigan Department
of Natural Resources and the EPA that may involve penalties of up to
$416,000. In September 1992, the EPA issued a Section 114 Request for
Information concerning PSD compliance at the company's oriented strand
board and medium density fiberboard mills. In June 1993, the EPA
issued a similar Section 114 request for the company's plywood and
particleboard mills. The company is also undertaking a review of its
pulp and paper facilities for PSD compliance.
13
Weyerhaeuser Company and Subsidiaries
Part I
Item 3. Legal Proceedings - Continued
- ------------------------------------------------------------------------------
On April 9, 1993, the company entered into a Stipulated Final Order
(SFO) with the Oregon Department of Environmental Quality for alleged
air emissions in excess of permit levels and PSD noncompliance at the
company's North Bend, Oregon containerboard facility. The SFO
establishes a compliance schedule for installing control technology.
A supplemental SFO assessed upfront penalties of $247,000 and
penalties of $500 per day until compliance is demonstrated. The SFO
requires demonstrated compliance by December 1993 and a historical
evaluation of the facility's PSD status. The company has submitted a
plant site PSD review to the state and is awaiting its review.
In August 1992, the EPA issued an administrative complaint for the
assessment of $215,000 in civil penalties against the company's
Longview, Washington facility. The penalties are based upon alleged
violations of the record keeping and storage provisions of the
polychlorinated biphenyls rules contained in the TSCA. The company
and the EPA settled the complaint for a maximum penalty of $118,150,
50% of which was paid when the settlement was signed. Payment of the
remaining 50% was deferred and will be eliminated based on the
expenditure of more than $118,150 by the company to dispose of PCB
contaminated transformers at Longview during 1993.
On November 2, 1992, an action was filed against the company in the
Circuit Court for the First Judicial District of Hinds County,
Mississippi on behalf of a purported class of riparian property owners
in Mississippi and Alabama whose properties are located on the
Tennessee Tombigbee Waterway, Aliceville Lake, Cedar Creek and the
Magoway Creek. The complaint seeks $1 billion in compensatory and
punitive damages for diminution in property value, personal injuries
and mental anguish allegedly resulting from the discharge of purported
hazardous substances, including dioxins and furans, by the company's
pulp and paper mill in Columbus, Mississippi and the alleged
fraudulent concealments of such discharge. The complaint also seeks
an injunction prohibiting future releases and the removal of hazardous
substances allegedly released in the past. On August 20, 1993, a
companion action was filed in Green County, Alabama on behalf of a
similar purported class of riparian owners with essentially the same
claims as the Mississippi case. The action was removed to the Federal
District Court for the Northern District of Alabama, which
subsequently remanded the case to state court.
Trial began in January 1994 in the United States District Court for
the District of Alaska of claims filed against Weyerhaeuser by two
corporations with which Weyerhaeuser had entered into financing
arrangements, a marketing agreement, and a technical assistance
agreement. The plaintiffs claim that Weyerhaeuser breached
contractual and common law duties by allegedly failing to adequately
market and ship the plaintiffs' products, misrepresenting its
marketing and shipping capabilities, and acting to further its
interests at the plaintiffs' expense. The plaintiffs in the First
Amended Complaint, filed in May 1992, seek an unstated amount of
damages described as more than $50 million in compensatory damages
plus not less than $75 million in punitive damages. The claim for
punitive damages has been dismissed by the trial court.
The company is also a party to various proceedings relating to the
clean up of hazardous waste sites under the Comprehensive
Environmental Response Compensation and Liability Act, commonly known
as "Superfund," and similar state laws. The Environmental Protection
Agency and/or various state agencies have notified the company that it
may be a potentially responsible party with respect to other hazardous
waste sites as to which no proceedings have been instituted against
the company. The company is also a party to other legal proceedings
generally incidental to its business. Although the final outcome of
any legal proceeding is subject to a great many variables and cannot
be predicted with any degree of certainty, the company presently
believes that any ultimate liability resulting from the legal
proceedings discussed herein, or all of them combined, would not have
a material effect on the company's financial position.
14
Weyerhaeuser Company and Subsidiaries
Part III
Item 10. Directors and Executive Officers of the Registrant
- ----------------------------------------------------------------------------
Name Title Age
---- ----- ---
Charles W. Bingham Executive Vice President 60
William R. Corbin Executive Vice President 52
John W. Creighton, Jr. President 61
Steven R. Hill Senior Vice President 46
Norman E. Johnson Senior Vice President 60
William C. Stivers Senior Vice President 55
Part IV
Item 14. Exhibits, Financial Statement Schedules and
Reports on Form 8-K
- -----------------------------------------------------------------------------
Financial Statements
Weyerhaeuser Company and Subsidiaries 1
Financial Statement Schedules
Schedule V - Property and Equipment
Schedule VI - Allowance for Depreciation and Amortization of
Property and Equipment
Schedule VIII - Valuation and Qualifying Accounts
Schedule IX - Short-term Borrowings
Schedule X - Supplementary Income Statement Information
Exhibits
Exhibit 3 - Articles of Incorporation and Bylaws
Exhibit 10 - Material Contracts
(a) Agreement with N. E. Johnson
(b) Agreement with W. R. Corbin
Exhibit 11 - Statement Re: Computation of Per Share Earnings
(incorporated by reference to page 52 of the 1993
Weyerhaeuser Company Annual Report)
Exhibit 13 - Portions of the 1993 Weyerhaeuser Company Annual
Report specifically incorporated by reference herein
Exhibit 22 - Subsidiaries of the Registrant
Exhibit 24 - Consents of Experts and Counsel
Reports on Form 8-K
The registrant has not filed a report on Form 8-K during the last
fiscal quarter of the period for which this Form 10-K is filed.
1 Incorporated in Part II, Item 8 by reference.
15
Weyerhaeuser Company and Subsidiaries
Report of Independent Public Accountants
- ------------------------------------------------------------------------------
To Weyerhaeuser Company:
We have audited in accordance with generally accepted auditing
standards, the financial statements included in Weyerhaeuser
Company's annual report to shareholders incorporated by reference in
this Form 10-K, and have issued our report thereon dated February 8,
1994. Our report on the financial statements includes an explanatory
paragraph with respect to the change in the method of accounting for
income taxes and postretirement benefits other than pensions. Our
audit was made for the purpose of forming an opinion on those
statements taken as a whole. The schedules listed on page 15 are the
responsibility of the company's management and are presented for
purposes of complying with the Securities and Exchange Commission's
rules and are not part of the basic financial statements. These
schedules have been subjected to the auditing procedures applied in
the audit of the basic financial statements and, in our opinion,
fairly state in all material respects the financial data required to
be set forth therein in relation to the basic financial statements
taken as a whole.
ARTHUR ANDERSEN & CO.
Seattle, Washington,
February 8, 1994
16
Weyerhaeuser Company and Subsidiaries
Schedule V -
Property and Equipment
For the three years ended December 26, 1993
Dollar amounts in thousands
- -------------------------------------------------------------------------------
Year ended December 26, 1993
Other Changes
------------------------
Balance at Other Balance at
Beginning Additions Retirements Reclassifi- Debits End of
Classification of Period at Cost or Sales cations or (Credits) Period
- -------------- ---------- --------- ----------- ----------- ------------ ------------
Timber and timberlands $ 591,610 $ 40,582 $ 4,451 $ - $ (19,014)1 $ 604,773
292 2
(88)3
(2,275)4
(1,883)6
---------- -------- ---------- ---------- ----------- ------------
$ 591,610 $ 40,582 $ 4,451 $ - $ (22,968) $ 604,773
========== ======== ========== ========== =========== ============
Property and equipment:
Land $ 152,632 $ 7,775 $ 2,153 $ 93 $ (195)2 $ 157,611
(940)3
399 6
Buildings and improvements 1,395,142 65,299 48,689 5,866 10,547 2 1,416,740
(11,598)3
173 6
Machinery and equipment 7,768,170 444,983 299,875 (5,751) (9,482)2 7,839,070
(58,911)3
(788)5
724 6
Rail and truck roads 561,043 13,150 3,975 (140) (30)2 569,842
(143)4
(63)6
Other 47,372 2,475 - (204) (51)2 49,676
84 6
Leased property under
capital leases 618 - - - - 618
Construction in progress 322,376 373,473 22,220 136 (3,006)2 666,177
(3,813)3
(769)6
----------- -------- ---------- --------- --------- -------------
$10,247,353 $907,155 $ 376,912 $ - $ (77,862) $ 10,699,734
=========== ======== ========== ========= ========== =============
Notes:
1 Fee stumpage charged to income and credited to the asset
account. Reference should be made to Note 1 of Notes to
Financial Statements contained in the 1993 Weyerhaeuser
Company Annual Report for a statement of the practices of
the company and subsidiaries in providing depreciation,
amortization and fee stumpage.
2 Reclassification from (to) other balance sheet accounts.
3 Adjustments to reflect application of Statement of
Financial Accounting Standards No. 52, "Foreign Currency
Translation."
4 Assets transferred from (to) Weyerhaeuser Real Estate
Company.
5 Canadian investment tax credit adjustment.
6 Miscellaneous adjustments.
17
Weyerhaeuser Company and Subsidiaries
Schedule V -
Property and Equipment - Continued
- -----------------------------------------------------------------------------
Year ended December 27, 1992
Other Changes
-------------------------
Balance at Other Balance at
Beginning Additions Retirements Reclassifi- Debits End of
Classification of Period at Cost or Sales cations or (Credits) Period
- -------------- ---------- --------- ----------- ----------- ------------ -------------
Timber and timberlands $ 550,820 $ 63,987 $ 7,828 $ - $ (15,980)1 $ 591,610
1,828 2
(147)3
(1,021)4
(49)6
----------- --------- --------- ---------- ------------ -----------
$ 550,820 $ 63,987 $ 7,828 $ - $ (15,369) $ 591,610
=========== ========= ========= ========== ============ ===========
Property and equipment:
Land $ 136,177 $ 6,835 $ 4,298 $ 14,336 $ 486 2 $ 152,632
(894)3
(140)4
130 6
Buildings and improvements 1,312,880 88,281 25,147 30,583 (733)2 1,395,142
(14,348)3
(83)4
3,709 6
Machinery and equipment 7,119,019 928,789 205,026 (12,412) (523)2 7,768,170
(62,034)3
(145)4
(1,585)5
2,087 6
Rail and truck roads 558,961 15,128 12,394 299 (506)2 561,043
(52)4
(393)6
Other 79,522 2,731 1,414 (33,464) (2)2 47,372
(1)6
Leased property under
capital leases 109,972 - 107,225 - (2,129)6 618
Construction in progress 261,592 68,476 1,041 658 (3,423)2 322,376
(2,715)3
(1,171)6
---------- ---------- --------- ---------- ----------- ------------
$9,578,123 $1,110,240 $ 356,545 $ - $ (84,465) $ 10,247,353
========== ========== ========= ========== =========== ============
See notes on page 17.
18
Weyerhaeuser Company and Subsidiaries
Schedule V -
Property and Equipment - Continued
- ------------------------------------------------------------------------------
Year ended December 29, 1991
Other Changes
------------------------
Balance at Other Balance at
Beginning Additions Retirements Reclassifi- Debits End of
Classification of Period at Cost or Sales cations or (Credits) Period
- -------------- ---------- --------- ----------- ----------- ------------ ------------
Timber and timberlands $ 570,800 $ 15,484 $ 16,812 $ - $ (20,171)1 $ 550,820
3 3
(953)4
2,469 6
---------- --------- ---------- ---------- ------------ ------------
$ 570,800 $ 15,484 $ 16,812 $ - $ (18,652) $ 550,820
========== ========= ========== ========== ============ ============
Property and equipment:
Land $ 136,029 $ 3,728 $ 2,589 $ 1,762 $ 955 2 $ 136,177
(81)3
(4,047)4
420 6
Buildings and improvements 1,267,860 93,189 16,727 (31,536) (42)3 1,312,880
136 6
Machinery and equipment 6,649,370 770,505 304,182 441 2,172 2 7,119,019
252 3
118 4
(325)5
668 6
Rail and truck roads 554,916 15,545 11,357 - (20)2 558,961
(123)4
Other 92,552 2,467 23,655 8,158 - 79,522
Leased property under
capital leases 109,724 248 - - - 109,972
Construction in progress 491,994 (248,798) 51 21,175 (2,383)2 261,592
89 3
(434)6
---------- ---------- ----------- -------- ----------- -----------
$9,302,445 $ 636,884 $ 358,561 $ - $ (2,645) $ 9,578,123
========== ========== =========== ======== =========== ===========
See notes on page 17.
19
Weyerhaeuser Company and Subsidiaries
Schedule VI -
Allowance for Depreciation and
Amortization of Property and Equipment
For the three years ended December 26, 1993
Dollar amounts in thousands
- -----------------------------------------------------------------------------
Year ended December 26, 1993
Other Changes
-----------------------
Balance at Additions Other Balance at
Beginning Charged Retirements Reclassifi- (Debits) End of
Classification of Period to Income 1 or Sales cations or Credits Period
- -------------- ---------- ------------ ----------- ----------- ---------- ------------
Buildings and improvements $ 509,593 $ 46,354 $ 28,410 $ 705 $ 374 2 $ 537,043
11,956 3
(3,546)4
17 7
Machinery and equipment 3,341,313 357,413 239,457 (1,429) 1,035 2 3,438,433
563 3
(21,000)4
(5)7
Rail and truck roads 399,515 13,936 3,586 - (20)3 409,696
(89)5
(60)7
Other 16,636 7,078 - 724 25,726 3 50,580
416 7
Restructuring 45,247 - 32,368 - (28,900)3 (8,756)
7,265 7
Leased property under
capital leases 453 36 - - - 489
---------- --------- --------- --------- --------- ----------
$4,312,757 $ 424,817 $ 303,821 $ - $(6,268) $4,427,485
========== ========= ========= ========= ========= ==========
Notes:
1 Reference should be made to Note 1 of Notes to Financial
Statements contained in the 1993 Weyerhaeuser Company Annual
Report for a statement of the practices of the company and
subsidiaries in providing depreciation and amortization. It
is not practicable to present all the rates used in
computing depreciation provisions; however, the range of the
estimated useful lives and the weighted average depreciation
rates for the two principal property and equipment
classifications for the three years ended December 26, 1993
were as follows:
Estimated
Useful Lives 1993 1992 1991
-------------- ---- ---- ----
Buildings and improvements 10 to 40 years 3.3% 3.3% 3.3%
Machinery and equipment 3 to 40 years 4.6% 4.9% 5.2%
2 Depreciation charged to construction.
3 Depreciation allowance reclassified (to) from other balance
sheet accounts.
4 Adjustments to reflect application of Statement of
Financial Accounting Standards No. 52, "Foreign Currency
Translation."
5 Depreciation allowance on assets transferred to
Weyerhaeuser Real Estate Company (see Schedule V, Note 4).
6 Adjustment to reflect plants and facilities identified for
planned divestment or closure.
7 Miscellaneous adjustments.
20
Weyerhaeuser Company and Subsidiaries
Schedule VI -
Allowance for Depreciation and
Amortization of Property and Equipment - Continued
- ------------------------------------------------------------------------------
Year ended December 27, 1992
Other Changes
----------------------
Balance at Additions Other Balance at
Beginning Charged Retirements Reclassifi- (Debits) End of
Classification of Period to Income 1 or Sales cations or Credits Period
- -------------- ---------- ----------- ----------- ----------- ----------- ------------
Buildings and improvements $ 464,377 $ 44,075 $ 17,868 $ 21,798 $ 411 2 $ 509,593
1,355 3
(4,520)4
(76)5
41 7
Machinery and equipment 3,179,552 366,322 171,914 5,263 1,770 2 3,341,313
(18,585)3
(22,542)4
(145)5
1,592 7
Rail and truck roads 390,529 16,823 7,494 2 (313)3 399,515
(32)5
Other 29,715 714 426 (16,075) 1,276 2 16,636
(358)3
1,790 7
Restructuring 158,385 - 13,390 (10,988) (88,760)3 45,247
Leased property under
capital leases 106,845 2,837 109,230 - 1 7 453
---------- ----------- -------- -------- ----------- -----------
$4,329,403 $ 430,771 $320,322 $ - $(127,095) $ 4,312,757
========== =========== ======== ======== =========== ===========
See notes on page 20.
21
Weyerhaeuser Company and Subsidiaries
Schedule VI -
Allowance for Depreciation and
Amortization of Property and Equipment - Continued
- -----------------------------------------------------------------------------
Year ended December 29, 1991
Other Changes
-------------------------
Balance at Additions Other Balance at
Beginning Charged Retirements Reclassifi- (Debits) End of
Classification of Period to Income 1 or Sales cations or Credits Period
- -------------- ---------- ----------- ----------- ----------- ----------- ------------
Buildings and improvements $ 436,122 $ 44,801 $ 9,175 $ (7,694) $ 436 2 $ 464,377
(171)3
(58)4
116 7
Machinery and equipment 3,052,684 354,987 228,978 1,507 1,786 2 3,179,552
(1,841)3
(185)4
116 5
(524)7
Rail and truck roads 374,181 17,780 1,358 - (11)3 390,529
(74)5
11 7
Other 26,567 1,173 6,914 5,737 714 2 29,715
2,438 7
Restructuring 76,477 - 34,820 (1,272) 118,000 6 158,385
Leased property under
capital leases 97,753 7,370 - 1,722 - 106,845
---------- --------- --------- --------- --------- -----------
$4,063,784 $ 426,111 $ 281,245 $ - $120,753 $4,329,403
========== ========= ========= ========= ========= ===========
See notes on page 20.
22
Weyerhaeuser Company and Subsidiaries
Schedule VIII -
Valuation and Qualifying Accounts
For the three years ended December 26, 1993
Dollar amounts in thousands
- ------------------------------------------------------------------------------
Balance at Charged Deductions Balance at
Beginning to from End of
Description of Period Income Reserve Period
- ----------- --------- ------- ---------- ----------
Weyerhaeuser
Reserve deducted from related assets:
Doubtful accounts - Accounts receivable
1993 $ 9,614 $ 7,308 $ 7,124 $ 9,798
======= ======= ======= =======
1992 $10,274 $ 6,848 $ 7,508 $ 9,614
======= ======= ======= =======
1991 $ 9,422 $13,421 $12,569 $10,274
======= ======= ======= =======
Real Estate and Financial Services
Reserve deducted from related assets:
Doubtful accounts - Receivables
1993 $ 3,528 $ 472 $ 1,741 $ 2,259
======= ======= ======= =======
1992 $11,033 $ 2,425 $ 9,930 $ 3,528
======= ======= ======= =======
1991 $ 9,601 $ 2,546 $ 1,114 $11,033
======= ======= ======= =======
Unamortized discount - Receivables
1993 $ 2,340 $ 179 $(1,811) 1 $ 4,330
======= ======= ======= =======
1992 $ 2,621 $ 670 $ 951 $ 2,340
======= ======= ======= =======
1991 $ 3,322 $ 405 $ 1,106 $ 2,621
======= ======= ======= =======
Real estate in process of development
1993 $76,920 $ 3,443 $50,580 $29,783
======= ======= ======= =======
1992 $93,390 $ 265 $16,735 $76,920
======= ======= ======= =======
1991 $48,300 $52,566 $ 7,476 $93,390
======= ======= ======= =======
Land being processed for development
1993 $28,053 $ - $ 8,921 $19,132
======= ======= ======= =======
1992 $58,104 $ 5 $30,056 $28,053
======= ======= ======= =======
1991 $27,421 $43,727 $13,044 $58,104
======= ======= ======= =======
Investments in and advances to
joint ventures
and limited partnerships
1993 $65,791 $ 8,723 $19,363 $55,151
======= ======= ======= =======
1992 $89,679 $ 874 $24,762 $65,791
======= ======= ======= =======
1991 $36,287 $74,153 $20,761 $89,679
======= ======= ======= =======
Note:
1 Includes $2,114 of discount on a partnership note consolidated by
Weyerhaeuser Venture Company.
23
Weyerhaeuser Company and Subsidiaries
Schedule VIII -
Valuation and Qualifying Accounts - Continued
For the three years ended December 26, 1993
Dollar amounts in thousands
- ------------------------------------------------------------------------------
Balance at Charged Deductions Balance at
Beginning to from End of
Description of Period Income Reserve Period
- ----------- ---------- ------- ---------- ----------
Real Estate and Financial Services - Continued
Allowance for loan
losses - Mortgage loans
receivable
1993 $19,591 $ 8,707 $ 7,262 $21,036
======= ======= ======= =======
1992 $26,640 $ 6,354 $13,403 $19,591
======= ======= ======= =======
1991 $18,541 $17,132 $ 9,033 $26,640
======= ======= ======= =======
Reserve for valuation of
investment in subsidiary
1991 $57,000 $ - $57,000 $ -
======== ======= ======= =======
24
Weyerhaeuser Company and Subsidiaries
Schedule IX -
Short-term Borrowings
For the three years ended December 26, 1993
Dollar amounts in thousands
- ------------------------------------------------------------------------------
End of Year For the Year
----------------- ----------------------------------
Maximum
Weighted Amount Monthly Weighted
Average Outstanding Average Average
Interest During Amount Interest
Description Balance Rate the Year Outstanding Rate
- ----------- ------- -------- ----------- ----------- --------
Weyerhaeuser
December 26, 1993
Commercial paper $378,727 3.3% $957,491 $509,477 3.2%
Short-term note payable 115,000 3.2% 115,000 8,846 3.2%
Reclassified to
long-term debt (493,727)
--------
$ -
========
December 27, 1992
Commercial paper $898,565 3.6% $898,565 $298,412 3.6%
Reclassified to
long-term debt (898,565)
--------
$ -
========
December 29, 1991
Commercial paper $394,751 5.1% $993,760 $643,465 6.2%
Reclassified to
long-term debt (394,751)
--------
$ -
========
25
Weyerhaeuser Company and Subsidiaries
Schedule IX -
Short-term Borrowings - Continued
- -----------------------------------------------------------------------------
End of Year For the Year
---------------- -------------------------------
Maximum
Weighted Amount Monthly Weighted
Average Outstanding Average Average
Interest During Amount Interest
Description Balance Rate the Year Outstanding Rate
- ----------- ------- -------- ----------- ----------- --------
Real Estate and Financial Services
December 26, 1993
Commercial paper $647,406 3.3% $1,138,568 $873,583 3.2%
Payable to banks
and others 258,538 .8% 258,538 187,657 .9%
Reclassified to
long-term debt (616,906)
--------
$289,038
========
December 27, 1992
Commercial paper $771,580 3.5% $1,020,618 $850,413 3.8%
Payable to banks
and others 220,351 1.1% 220,351 188,402 1.1%
Reclassified to
long-term debt (771,580)
--------
$220,351
========
December 29, 1991
Commercial paper $948,340 5.1% $1,203,253 $1,054,294 6.1%
Payable to banks
and others 220,971 1.1% 220,971 116,314 2.0%
Reclassified to
long-term debt (948,340)
--------
$220,971
========
26
Weyerhaeuser Company and Subsidiaries
Schedule X -
Supplementary Income Statement Information
For the three years ended December 26, 1993
Dollar amounts in thousands
- -----------------------------------------------------------------------------
Weyerhaeuser
1993 1992 1991
--------- ---------- ----------
Charged directly to costs and expenses:
Maintenance and repairs $ 664,463 $ 584,350 $ 605,639
========== ========== ==========
Taxes, other than payroll and income taxes:
Real estate and personal property $ 100,244 $ 88,031 $ 86,349
Other 36,653 33,762 33,934
---------- ---------- ----------
$ 136,897 $ 121,793 $ 120,283
========== ========== ==========
Real Estate and Financial Services
1993 1992 1991
---------- ---------- ----------
Charged directly to costs and expenses:
Maintenance and repairs $ 12,035 $ 12,260 $ 12,571
========== ========== ==========
Taxes, other than payroll
and income taxes $ 9,191 $ 11,700 $ 9,838
========== =========== ==========
Advertising $ 16,988 $ 15,933 $ 16,463
========== =========== ==========
Amortization of intangible assets $ 27,057 $ 42,025 $ 42,562
========== =========== ==========
27
Weyerhaeuser Company and Subsidiaries
Signatures
- -----------------------------------------------------------------------------
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized on
March 11, 1994.
Weyerhaeuser Company
/s/ John W. Creighton, Jr.
--------------------------
John W. Creighton, Jr.
President
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf
of the registrant in the capacities indicated on March 11, 1994.
/s/ John W. Creighton, Jr.
- ------------------------------
John W. Creighton, Jr.
President, Principal Executive
Officer
and Director
- ------------------------------
George H. Weyerhaeuser
Chairman of the Board and
Director
/s/ William C. Stivers
- ------------------------------
William C. Stivers
Principal Financial
Officer
/s/ Kenneth J. Stancato
- ------------------------------
Kenneth J. Stancato
Principal Accounting
Officer
/s/ William Clapp
- ------------------------------
William H. Clapp
Director
/s/ W. John Driscoll
- ------------------------------
W. John Driscoll
Director
- ------------------------------
Don C. Frisbee
Director
/s/ P. M. Hawley
- ------------------------------
Philip M. Hawley
Director
/s/ E. B. Ingram
- ------------------------------
E. Bronson Ingram
Director
/s/ John Kieckhefer
- ------------------------------
John I. Kieckhefer
Director
/s/ William D. Ruckelshaus
- ------------------------------
William D. Ruckelshaus
Director
/s/ Richard H. Sinkfield
- ------------------------------
Richard H. Sinkfield
Director
28
Weyerhaeuser Company and Subsidiaries
Exhibit 22
Subsidiaries of the Registrant
- -----------------------------------------------------------------------------
Percentage
State or Ownership of
Country of Immediate
Name Incorporation Parent
---- ------------- ------------
Columbia & Cowlitz Railway Company Washington 100%
DeQueen and Eastern Railroad Company Arkansas 100
Energy Holding Company Delaware 100
Fisher Lumber Company California 100
Golden Triangle Railroad Mississippi 100
Green Arrow Motor Express Company Delaware 100
J.H. Hamlen & Son, Inc. Arkansas 100
Mississippi & Skuna Valley Railroad Company Mississippi 100
Mountain Tree Farm Company Washington 50
North Pacific Paper Corporation Delaware 80
Norpac Sales Corporation Guam 100
Pacific Veneer, Ltd. Washington 90
Shemin Nurseries, Inc. Delaware 100
Texas, Oklahoma & Eastern Railroad Company Oklahoma 100
Westwood Shipping Lines, Inc. Washington 100
Weycomp Claims Management Service, Inc. Texas 100
Weyerhaeuser Financial Services, Inc. Delaware 100
CMO Finance Corp. Nevada 100
Mortgage Securities II Corporation Nevada 100
Mortgage Securities III Corporation Nevada 100
R4 Participant Corporation Nevada 100
ver Bes' Insurance Co. Vermont 100
de Bes' Insurance Ltd. Bermuda 100
Weyerhaeuser Mortgage Company California 100
The Giddings Mortgage Investment Company California 100
Gudig Abfall, Inc. California 100
Trimark Development Company California 100
Westwood Associates California 100
Westwood Insurance Agency California 100
WMC Finance Corp. I California 100
Woodland Hills Properties-W., Inc Nevada 100
Placer Business Center, Inc. California 100
Terman Properties, Inc. California 100
R. J. Plaza II, Inc. Nevada 100
WFS (Republic), Inc. Nevada 100
Abfall Finance Corp. California 100
Brookview, Inc. Nevada 100
Kachura Finance Corp. California 100
McGNT Finance Corp. California 100
RFS Finance Corp. California 100
29
Weyerhaeuser Company and Subsidiaries
Exhibit 22
Subsidiaries of the Registrant - Continued
- ------------------------------------------------------------------------------
Percentage
State or Ownership of
Country of Immediate
Name Incorporation Parent
---- ------------- ------------
Weyerhaeuser International, Inc. Washington 100%
Sensor & Simulation Products International AB Sweden 100
Weyerhaeuser Canada Ltd. Canada 100
Big River Lumber Corporation Canada 100
Saskatoon Chemicals, Ltd. Canada 100
Weyerhaeuser China, Ltd. Washington 100
Weyerhaeuser (Far East) Limited Hong Kong 100
Weyerhaeuser Japan Ltd. Japan & Delaware 100
Weyerhaeuser Korea, Ltd. Korea 100
Weyerhaeuser, S.A. Panama 100
Weyerhaeuser International Sales Corporation Guam 100
Weyerhaeuser (Mexico) Inc. Washington 100
Weyerhaeuser Midwest, Inc. Washington 100
Weyerhaeuser Overseas Finance Company Delaware 100
Weyerhaeuser Real Estate Company Washington 100
The Babcock Company Florida 100
Centennial Homes, Inc. Texas 100
Pardee Construction Company California 100
Marmont Realty Company California 100
Pardee Construction Company of Nevada Nevada 100
Pardee Investment Company California 100
Parvada, Inc. Nevada 100
The Quadrant Corporation Washington 100
Quadrant Real Estate Services, Inc. Washington 100
Scarborough Corporation New Jersey 100
Scarborough Constructors, Inc. Florida 100
Trendmaker, Inc. Texas 100
Westminster Homes, Inc. North Carolina 100
Weyerhaeuser Real Estate Company of Nevada Nevada 100
Weyerhaeuser Capital Corp. N.V. Netherlands Antilles 100
Weyerhaeuser Venture Company Nevada 100
Las Positas Land Co. California 100
Weyerhaeuser Realty Investors, Inc. Washington 100
Winchester Homes, Inc. Delaware 100
30
Weyerhaeuser Company and Subsidiaries
Exhibit 24
Consents of Experts and Counsel
- ------------------------------------------------------------------------------
Consent of Independent Public Accountants
As independent public accountants, we hereby consent to the
incorporation of our reports included and incorporated by reference in
this Form 10-K, into Weyerhaeuser Company's previously filed
Registration Statement No. 33-59974 on Form S-3 and Nos. 2-61042,
2-81463, 33-25928, 33-24385, 33-24979, 33-31622, 33-32605, 33-34460,
33-41414, 33-47392 and 2-88109 on Form S-8.
ARTHUR ANDERSEN & CO.
Seattle, Washington,
March 11, 1994
31