MIDDLE AMERICAN TISSUE INC.

                                OFFER TO EXCHANGE

               15% Series B Senior Secured Discount Notes due 2007

 for any and all outstanding 15% Series A Senior Secured Discount Notes due 2007



Brokers, Dealers, Commercial Banks,
Trust Companies and Other Nominees:

     Middle American Tissue Inc. (the  "Company"),  a Delaware  corporation,  is
offering,  upon  and  subject  to the  terms  and  conditions  set  forth in the
Prospectus dated ________,  2000 (the  "Prospectus")  and the enclosed Letter of
Transmittal (the "Letter of  Transmittal"),  to exchange (the "Exchange  Offer")
its 15% Series B Senior Secured  Discount Notes due July 15, 2007 (the "Exchange
Notes") for any and all of its outstanding 15% Series B Senior Secured  Discount
Notes due July 15, 2007 (the "Old Notes" and,  together with the Exchange Notes,
the  "Notes").  The  Exchange  Offer is being made in order to  satisfy  certain
obligations of the Company contained in the Registration  Rights Agreement dated
July 9, 1999  between the Company  and the  initial  purchaser  of the Old Notes
referred to therein.

     We are requesting that you contact your clients for whom you hold Old Notes
regarding the Exchange  Offer.  For your  information and for forwarding to your
clients  for whom you hold Old Notes  registered  in your name or in the name of
your  nominee,  or who hold Old  Notes  registered  in their own  names,  we are
enclosing the following documents:

          1. The Prospectus;

          2. The Letter of Transmittal  for your use and for the  information of
     your clients;

          3. A Notice of  Guaranteed  Delivery to be used to accept the Exchange
     Offer if certificates  for Old Notes are not immediately  available or time
     will not permit all required documents to reach the Exchange Agent prior to
     the  Expiration  Date (as defined below) or if the procedure for book-entry
     transfer cannot be completed on a timely basis;

          4. A form of  letter  which  may be sent to  your  clients  for  whose
     account  you hold Old  Notes  registered  in your  name or the name of your
     nominee,  with space provided for obtaining such clients' instructions with
     regard to the Exchange Offer,

          5. Guidelines for Certification of Taxpayer  Identification  Number on
     Substitute Form W-9; and

          6.  Return  envelopes  addressed  to The  Chase  Manhattan  Bank,  the
     Exchange Agent for the Old Notes.

     Your prompt  action is  requested.  The Exchange  Offer will expire at 5:00
p.m.,  New York City time, on _________,  2000,  unless  extended by the Company
(the "Expiration  Date").  Old Notes tendered pursuant to the Exchange Offer may
be withdrawn at any time before the Expiration Date.

     To  participate  in the  Exchange  Offer,  a  duly  executed  and  properly
completed  Letter of  Transmittal  (or  facsimile  thereof),  with any  required
signature  guarantees  and any other required  documents,  should be




sent to the Exchange  Agent and  certificates  representing  Old Notes should be
delivered to the Exchange  Agent,  all in accordance with the  instructions  set
forth in the Letter of Transmittal and the Prospectus.

     If holders of Old Notes wish to tender, but it is impracticable for them to
forward their certificates for Old Notes prior to the expiration of the Exchange
Offer or to comply with the book-entry  transfer procedures on a timely basis, a
tender may be effected by following the guaranteed delivery procedures described
in the Prospectus under "The Exchange Offer-Guaranteed Delivery Procedures."

     The Company  will not pay any fees or  commissions  to brokers,  dealers or
other  persons for  soliciting  exchanges of Old Notes  pursuant to the Exchange
Offer. The Company will,  however,  upon request,  reimburse  brokers,  dealers,
commercial  banks and trust  companies for  reasonable  and necessary  costs and
expenses incurred by them in forwarding the Prospectus and the related documents
to the beneficial  owners of Old Notes held by them as nominee or in a fiduciary
capacity.  The  Company  will pay or cause to be paid all stock  transfer  taxes
applicable to the exchange of Old Notes pursuant to the Exchange  Offer,  except
as set forth in Instruction 6 of the Letter of Transmittal.

     Old Notes not tendered for exchange  will remain  outstanding  and will not
retain any rights under the  Registration  Rights  Agreement  dated July 9, 1999
between  the  Company and the  initial  purchaser  of the Old Notes  referred to
therein.

     Any inquiries you may have with respect to the Exchange  Offer, or requests
for additional copies of the enclosed materials, should be directed to The Chase
Manhattan  Bank,  the Exchange  Agent,  at its address and telephone  number set
forth on the front of the Letter of Transmittal.

                                                     Very truly yours,

                                                     Middle American Tissue Inc.

     NOTHING  HEREIN OR IN THE ENCLOSED  DOCUMENTS  SHALL  CONSTITUTE YOU OR ANY
PERSON AS AN AGENT OF THE COMPANY OR THE EXCHANGE AGENT, OR AUTHORIZE YOU OR ANY
OTHER PERSON TO USE ANY DOCUMENT OR MAKE ANY STATEMENTS ON BEHALF OF THE COMPANY
WITH RESPECT TO THE EXCHANGE OFFER, EXCEPT FOR STATEMENTS  EXPRESSLY MADE IN THE
PROSPECTUS OR THE LETTER OF TRANSMITTAL.