Exhibit 10(8)

                                 AMENDMENT TO
                             THE MEAD CORPORATION
                   DEFERRED COMPENSATION PLAN FOR DIRECTORS

     WHEREAS, The Mead Corporation ("Mead") established The Mead Corporation
Deferred Compensation Plan for Directors (the "Plan") and subsequently amended
the Plan, and

     WHEREAS, Mead desires to further amend the Plan pursuant to the power
reserved to Mead's Compensation Committee by Section 7 of the Plan;

     NOW, THEREFORE, the Plan is hereby amended, effective as of October 26,
2001, as follows:

     1.   Section 4(a), first paragraph, second sentence is revised to add
"Except as otherwise provided in the Plan," at the beginning thereof.

     2.   Section 4(c), first paragraph, first sentence is revised to add
"Except as otherwise provided in the Plan" at the beginning thereof.

     3.   Section 5(c) is revised to add a new third paragraph to read as
follows:

          Notwithstanding any provision in the Plan to the contrary but subject
          to this Section 5(c), second paragraph (except as otherwise
          specifically provided in this paragraph), a former or current Director
          can revise the Deferral Date and the number of installments (including
          a lump sum payment) to receive earned compensation that has been
          deferred as follows:

               (i)       prior to a Change in Control, a former or current
          Director may revise a previously elected Deferral Date and number of
          installments (such revision being permitted to include receiving all
          or a portion of an account in a lump sum following a Change in Control
          and prior to termination of service), provided that any such revision
          is effective only for distributions on or following a Change in
          Control and occurring during January 2003 and thereafter and with
          respect to all or a portion of the balance of such Director's account
          on a Change in Control; and

               (ii)      at least three months prior to termination of service
          as a Director (whether before or after a Change in Control), a current
          Director may file such revision with respect to the balance of such
          Director's account on such termination of service.

               A Director can make revisions in accordance with this subsection
          on a form furnished by and filed with the person responsible for
          administering the Plan at any time prior to the dates stated in this
          subsection 5(c).

     4.   Section 7 is revised to (a) delete the word "and" and insert a comma
in substitute thereof, (b) delete the period at the end of the sentence and
insert the word "and" in substitute thereof and (c) add the following at the
end, "a former or current Director's right to make or request revisions in
accordance with Sections 4 and 5 shall continue."