
Pulp, Paper and Packaging Statistical Data
<TABLE>
<CAPTION>
Net Sales                      1995      1994     1993     1992     1991
---------------------         -------   ------   ------   ------   ------
(Millions of dollars)
<S>                          <C>      <C>       <C>      <C>     <C>
Pulp                          $ 1,616  $ 1,012   $  823   $  711  $   803
Newsprint                         508      356      322      326      288
Paper                           1,001      664      648      673      655
Paperboard and containerboard     325      240      255      321      361
Packaging                       1,863    1,495    1,302    1,323    1,175
Recycling                         266      121       77       93       90
Chemicals                          63       45       32       31       34
Personal care products            _         _        _       514      450
Miscellaneous products             40      133      120      117      147
                              -------   ------   ------   ------  -------
                              $ 5,682  $ 4,066  $ 3,579  $ 4,109  $ 4,003
                              =======  =======  =======  =======  =======
</TABLE>

<TABLE>
<CAPTION>
Sales Volumes                   1995    1994     1993     1992     1991
------------------------      -------  -------  -------  -------  -------
(Thousands)
<S>                           <C>      <C>      <C>      <C>      <C>
Pulp -- air-dry metric tons     2,060    2,068    1,886    1,238    1,433
Newsprint -- metric tons          663      638      609      575      450
Paper -- tons                   1,006      998      990      966      869
Paperboard -- tons                230      201      222      238      234
Containerboard -- tons            259      254      290      318      418
Packaging -- MSF               34,342   34,483   31,386   29,414   26,525
Recycling -- tons               1,467      985      851      778      735
Personal care products --
 standard cases                   -         -        -    17,017   14,929
</TABLE>

<TABLE>
<CAPTION>
Annual Production           Capacity   1995    1994    1993    1992    1991
--------------------------- --------  ------ ------- ------- ------- -------
(Thousands)
<S>                         <C>     <C>     <C>     <C>     <C>     <C>
Pulp -- air-dry metric tons    2,130   2,159   2,041   2,096   1,506   1,527
Newsprint -- metric tons         690     687     651     618     588     461
Paper -- tons                  1,075   1,060     982   1,007     971     889
Paperboard -- tons               220     229     189     217     229     238
Containerboard -- tons         2,540   2,329   2,357   2,269   2,240   2,224
Packaging -- MSF              48,000  36,041  36,020  32,795  31,040  27,583
Recycling -- tons                -     2,754   2,042   1,847   1,692   1,415
Personal care products --
 standard cases                  -       -       -       -    16,743  14,902
</TABLE>

<TABLE>
<CAPTION>
Principal Manufacturing Facilities
----------------------------------
<S>                                <C>
Pulp                                 8
Newsprint                            1
Paper                                5
Paperboard                           1
Containerboard                       5
Packaging                           45
Recycling                           36
Chemicals                            7
</TABLE>

                             7
<PAGE>

 The Weyerhaeuser Pulp, Paper and Packaging sector reported record earnings
in 1995. This accomplishment reflects the strength of the rebound in pulp
and paper markets and implementation of business improvement plans.  Sector
operating earnings for the year reached $1.2 billion as compared with 
$211 million in 1994.

 As one of the world's largest producers of pulp, paper and packaging products,
Weyerhaeuser benefited from the dramatic rise in prices during 1995.  As the
cycle matures, only those companies that efficiently execute a strategy
focused on maximizing return on invested capital will achieve improvements in
profitability that create continued, sustained growth in shareholder value. 

 Weyerhaeuser, including its Pulp, Paper and Packaging sector, is taking the
essential steps to be such a company.  The sector's highest priority is to
increase the return earned on invested capital across the cycle by improving
operating performance of in-place capital and exercising disciplined
allocation of new capital.

 The sector has committed to business improvement plans designed to produce
$300 million in additional sustainable pretax operating earnings by the end
of 1997 based on 1994 prices and costs.  In 1995, significant progress was
made on these plans that have positively impacted bottom-line results.  The
plans encompass increasing volume, reducing waste, improving quality and
product mix and reducing cost through improved operational efficiency.
Progress in high performance work systems is driving these improvements.
Changes in the way we do our work are creating an environment of empowerment
and teamwork in which employees take ownership of their performance and the
performance of the business process. Through increased training, we will
improve work processes and alignment to truly empower people to help maximize
performance of mills and machines.

 An efficient, up-to-date asset base is key to achieving excellence

                             14
<PAGE>

in manufacturing. Modernization projects were completed in 1995 at three major
pulp and paper complexes that enable core businesses - pulp, containerboard
and fine paper - to improve product quality to meet customer demands, to
increase volume and productivity and to substantially reduce costs.  These
state-of-the-art upgrades also ensure responsible environmental performance.

 An important part of sector growth will continue to come through strategic
acquisitions to enhance core businesses.  The purchase of nine box plants
from Westvaco in 1995 fits well with the company's fully integrated paper
and packaging system, increases internal utilization of Weyerhaeuser
containerboard production and adds new markets and customer-service
capability while boosting packaging capacity.

 Satisfying customer requirements remains a cornerstone for success.  Sector
businesses serve customers around the world.  Our presence in select
international markets brings distinct competitive advantages to the company.
Expansion will continue in markets where product specifications are more
demanding and market prices less volatile.

 All sector businesses are developing closer partnerships with customers that
are based upon a shared quest for world-class quality.  Thorough understanding
of customers' markets, goals and internal systems creates the framework for
such partnerships. Experience shows that this kind of partnership leads to
higher levels of innovation and differentiation from the competition.  Most
importantly, the partnership can generate signficant savings for both
companies, enabling Weyerhaeuser to emerge as a preferred partner as customers
narrow their number of suppliers.

 All major businesses realized outstanding achievements in 1995:

  - The Pulp business, the world's largest producer of market pulp, attained
record financial performance as a result of strong market demand, signficantly
improved prices, effective control of operating costs and intense

                             15
<PAGE>

focus by employees upon business improvement plans.

  - Containerboard Packaging, one of North America's largest fully integrated
producers of corrugated boxes, continued to grow and deliver solid financial
performance and returns on capital during a year of increasingly difficult
market conditions and fierce competition. A new containerboard machine at a
joint venture, the Cedar River Paper Company, started up three months early,
12 percent below budget and cost, and reached design production level in
five months.  This facility also won the Occupational Safety and Health
Administration's STAR Worksite Award for safety. Nine box plants were
acquired from Westvaco. A linerboard machine at Plymouth, North Carolina,
was rebuilt to produce 100 percent recycled board. The Valliant, Oklahoma,
containerboard mill was honored by the company for surpassing two million
work hours without a single lost workday.

  - The Fine Paper business nearly tripled its previous record profits and
registered solid returns on capital through a combination of higher prices,
record performance on all operating measures, product-mix enhancements and
implementation of business improvement plans. Product quality measures and
on-time delivery performance also reached record highs.

  - The Recycling business, one of the largest recyclers in North America,
increased its volume of paper collected and processed by 35 percent, to
2.8 million tons. This business consistently ensures a steady stream of
recycled fiber to Weyerhaeuser mills and strategic third-party customers.
During the peak of 1995's volatile recycled fiber market, Weyerhaeuser's
Recycling business contributed greatly to the fiber security of company
mills while helping the paper industry progress toward its goal of 50 percent
paper recovery by the year 2000. Nine new facilities were added in 1995,
bringing the number of recycling collection centers to 36. The business
plans to improve upon capital returns while doubling volume by 1998.

                             16
<PAGE>

  - The Newsprint business also benefited from the upswing in prices,
further growth with its key customers and operating improvements that
helped deliver strong increases in earnings and returns in 1995. Through
our newsprint joint venture, the North Pacific Paper Corporation (NORPAC),
this business is the leading foreign supplier to markets in Japan. The
U.S. Department of Commerce awarded NORPAC its prestigious E-Award for
excellence in export sales. An independent survey of domestic customers
also recognized NORPAC as the leader in quality, service and overall
customer satisfaction. Located in Longview, Washington, NORPAC also achieved
record levels of safety performance, recording a year without a lost-time
accident.

  - The Bleached Paperboard business successfully grew its market share
throughout the Pacific Rim by increasing focus on customer requirements and
new product introductions. It is a leading supplier to liquid packaging
markets in Japan.  A machine rebuild and the fiberline modernization at the
Longview site were completed and will further strengthen Weyerhaeuser's
competitive position.

 The sector's goals are to be valued by its customers as a source of
world-class quality and distinctive customer service and to be recognized
by shareholders as a source of superior returns and the creation of
sustained value. These goals will be achieved by leading the industry in
product quality through a better understanding of customer needs, cost
efficiency through manufacturing excellence, and innovation in marketing,
sales and product development.

                             17
<PAGE>

Timberlands and Wood Products Statistical Data

<TABLE>
<CAPTION>
Net Sales                           1995     1994     1993     1992     1991
--------------------------------  -------  -------  -------  -------  -------
(Millions of dollars)
<S>                              <C>      <C>      <C>       <C>      <C>    
Raw materials (logs, chips and
 timber)                          $ 1,102  $ 1,091  $ 1,021   $  872   $  843
Softwood lumber                     1,648    1,880    1,704    1,138      978
Softwood plywood and veneer           591      636      567      498      412
Oriented strand board, composite
 and other panel products             752      750      623      495      383
Hardwood lumber                       193      175      154      127      118
Engineered wood products              207      157      100       -        -
Miscellaneous products                438      303      299      287      214
                                  -------  -------  -------  -------  -------
                                  $ 4,931  $ 4,992  $ 4,468  $ 3,417  $ 2,948
                                  =======  =======  =======  =======  =======
</TABLE>                                                                    
                                                                            
<TABLE>                                                                    
<CAPTION>                                                                  
Sales Volumes                        1995     1994     1993     1992     1991
---------------------------------   -----    -----    -----    -----    -----
(Millions)                                                                 
<S>                                <C>      <C>      <C>      <C>      <C>
Raw materials -- cubic feet           535      564      547      545      538
Softwood lumber -- board feet       4,515    4,402    4,230    3,440    3,269
Softwood plywood                                                            
 and veneer -- square feet (3/8")   2,324    2,685    2,435    2,227    2,135
Composite panels --
 square feet (3/4")                   648      660      626      590      685
Oriented strand board --
 square feet (3/8")                 1,931    1,803    1,672    1,484    1,205
Hardboard -- square feet (7/16")      201      167      140      133      114
Hardwood lumber -- board feet         293      254      240      218      219
Engineered wood products --
 lineal feet                          128       71       47       -        -   
Hardwood doors (thousands)            648      617      556      514      525
</TABLE>

<TABLE>
<CAPTION>
Annual Production            Capacity   1995    1994    1993    1992    1991
--------------------         --------  ------  ------  ------  ------  ------
(Millions)
<S>                           <C>      <C>     <C>     <C>     <C>     <C>
Logs -- cubic feet               -        914     671     673     749     782
Softwood lumber -- board feet  3,483    3,419   3,249   3,135   2,782   2,687
Softwood plywood and
 veneer -- square feet (3/8")  1,337    1,292   1,249   1,188   1,125     966
Composite panels --
 square feet (3/4")              607      583     594     564     540     493
Oriented strand board --
 square feet (3/8")            1,670    1,654   1,568   1,443   1,234   1,208
Hardboard --
 square feet (7/16")             130      124     122     120     118      90
Hardwood lumber --
 board feet                      409      278     229     221     210     196
Hardwood doors (thousands)       717      643     597     522     469     448
</TABLE>

<TABLE>
<CAPTION>
Principal Manufacturing Facilities
------------------------------------
<S>                                          <C>
Softwood lumber, plywood and veneer           35
Composite panels                               6
Oriented strand board                          5
Hardboard                                      1
Hardwood lumber                               11
Hardwood doors                                 1
</TABLE>

                             19
<PAGE>

 The company's Timberlands and Wood Products sector reported operating
earnings of $808 million in 1995. While below the record earnings of
$1.034 billion achieved in 1994, these results were, by historical standards,
very good.

 The decrease from last year's record performance was caused by a drop in
domestic housing starts resulting from higher mortgage interest rates in the
first half of the year. Lower demand for wood products for North American new
home construction was somewhat offset by remodeling and commercial building.
The continued decline in western timber harvests coincided with the lower
demand for wood products and maintained log and timber prices.

 The strong 1995 performance can be attributed to maintaining business focus
and attaining the 1995 targets defined in the sector's 1990 improvement
plans. Timberlands and Wood Products will continue this focus by relentlessly
pursuing superior understanding of customer requirements and continuous
improvements in operating performance. This strategy will also drive the
$300 million in new pretax operating profit improvements that the Timberlands
and Wood Products sector plans to put in place by the end of 1997.

 In 1995, Wood Products concentrated on reducing its operating costs,
improving the recovery of products from raw materials and increasing overall
product value. This focus on cost, productivity and value forms the
cornerstone of the sector's improvement plans and encompasses thousands of
opportunities. For example, improving saw design and the saw-filing process
in a single mill eliminated over 700 truckloads of sawdust generated each
year while producing higher value lumber and chips and, as a result, improved
revenues. Replication of such practices throughout the system will make a
major impact on Weyerhaeuser's bottom line.

 To improve productivity at mills, teams are concentrating on preventive
maintenance by identifying potential failures before they can occur. To
achieve this, Wood Products is installing

                             24
<PAGE>

advanced computer systems. As part of a systematic approach to maintenance,
networked personal computers are used to place all vital data at employee
fingertips - including safety procedures, work plans, preventive maintenance,
scheduling information and parts inventories. The benefits are improved
machine reliability, less unscheduled downtime, lower maintenance costs and
increased worker safety.

 Markets for lumber softened from 1994 levels. However, by continuing to
focus on customers, target segments and improving recovery, Wood Products was
able to produce and market higher lumber volumes in all of its product
regions.  Weyerhaeuser's Wood Products businesses continue to benefit from
the company's geographic diversification.

 Structural-panel demand and prices were strong in 1995. This was largely
caused by the continued growth of engineered wood products and healthy demand
in the repair and remodel market and in nonresidential construction.

 The Hardwood Lumber business delivered excellent returns in 1995, and the
company acquired new hardwood facilities.  Weyerhaeuser purchased two
sawmills and 9,000 acres of forestlands from Diamond Wood Products in Oregon,
as well as a mill in Sedro Woolley, Washington.

 The Building Materials Distribution business continues to maximize
Weyerhaeuser's strength as an integrated supplier of wood products to
North American markets. This business enables the company to meet a wide range
of customer requirements and allows Weyerhaeuser-made products to reach their
highest-value markets. The distribution business continued to expand its
geographic reach by adding five new centers in 1995.

 Success in achieving profit improvements in all our businesses depends
heavily on success in achieving work systems improvements. These improvements
begin at the executive level, and for that reason, senior managers are
modeling desired teaming behaviors and becoming "champions for change."

                             25
<PAGE>

This is part of a larger strategy that includes benchmarking, training and
implementing best work practices to contain cost and improve efficiency. Such
training and benchmarking provide Weyerhaeuser people with a greater
understanding of what it takes to excel in customer satisfaction, which, in
turn, allows decision making at the level closest to the work process. The
systems that emerge from such strong employee involvement benefit both
customers and shareholders by giving all employees a greater role in meeting
customer requirements.

 Weyerhaeuser's Timberlands operations, the world's largest private owner
of merchantable softwood timber, provides a substantial portion of the wood
fiber used in the company's manufacturing operations - from traditional
solid-wood products and engineered fiber products to a variety of paper,
pulp and packaging products.

 Since its founding in 1900, Weyerhaeuser has managed its forestlands by the
principle of long-term stewardship.  Forest-management practices have evolved
dramatically in the last 95 years, driven by advances in scientific knowledge
and shifts in public expectations. In 1966, for example, Weyerhaeuser began
to systematically apply science to its timberlands to encourage the
sustainable, vigorous growth of healthy, high-quality trees. The productivity
and quality produced by 30 years of intensive forest management will begin to
impact Weyerhaeuser's harvests within the next five years. By the year 2020,
the company will have a 25 percent increase in yields on its land in the
Pacific Northwest and a 70 percent increase in yields on its land base in the
South. These high-quality forests should generate tremendous shareholder
value in the future as they have done in the past.

 Today the company's vision of stewardship is even broader.  Weyerhaeuser is
aware of the need to address public expectations for managed industrial
forests and the need to do so in a way that protects shareholder value. As a
result, Weyerhaeuser is working with

                             26
<PAGE>

regulatory agencies to protect habitat for threatened and endangered species
living in Weyerhaeuser forests while protecting the economic value of the
land. In 1995, the company passed a major milestone when it obtained approval
from the U.S. Fish & Wildlife Service for a Habitat Conservation Plan on
210,000 acres of the company's Millicoma Tree Farm near Coos Bay, Oregon.
Under this plan, the company can both continue its harvesting operations and
complement federal efforts for the recovery of the northern spotted owl.

 Also in 1995, the company further illustrated its leadership in habitat
conservation by conducting the research needed to develop multi-species
habitat management plans on 500,000 acres in Washington and Oregon. Working
with adjacent landowners and other interested stakeholders, the company
continues to conduct watershed analyses in major watersheds where it owns
property in Washington and Oregon. These efforts comprise a key part of the
solution to address concern over salmon habitat in Northwest forests, and
many will eventually be part of the company's multi-species habitat
management plans.

 In 1994, Timberlands further strengthened its stewardship commitment with
the adoption of the Weyerhaeuser Forestry Resource Strategies. The Resource
Strategies provide broad operating guidelines for producing a sustainable
supply of wood while protecting the full range of natural resources found in
the company's forests, including soil, water and wildlife. In 1995,
Timberlands made substantial progress toward establishing specific
stewardship goals and measurement standards in each of its operating regions.

 Intensive management of industrial forests has become a global industry.
To increase its competitive position, Weyerhaeuser is forming a joint-venture
partnership with institutional investors to acquire timberlands and related
assets around the world.

                              27
<PAGE>

Real Estate and Financial Services.

 Sector earnings before the special charge were $13 million for the year
compared with 1994 earnings of $18 million.  High home mortgage interest
rates in the early months of the year affected Weyerhaeuser's Real Estate
and Financial Services businesses in 1995.

 The sector's business improvement plans are based on a dual strategy.
That strategy consists of liquidating assets that are impaired or poorly
performing and increasing the focus on primary businesses and markets.
Weyerhaeuser Real Estate Company is concentrating on home building and land
development in Southern California, Las Vegas, Houston, Washington, D.C.
and Puget Sound.

 Weyerhaeuser Financial Services is increasing loan production by using
existing locations and expanded strategic alliances. Loan quality, customer
satisfaction and cost-effectiveness are being improved by applying
state-of-the-art technology to originating, processing and servicing loans.

 In 1995, the company announced that it was taking a charge to earnings to
reflect revaluation of certain real estate assets within Weyerhaeuser Real
Estate Company and Weyerhaeuser Financial Services. The after-tax amount of
the charge was $184 million. The charge was recorded to comply with a
Financial Accounting Standards Board statement, which changes the method of
valuing long-lived assets and assets to be disposed of, and by the company's
decision to accelerate the disposition of some of the affected real estate
assets. The company plans to dispose of most of the impaired assets over the
next two years.

                             32
<PAGE>

1995 Events and Accomplishments

People

 Safety remains the highest priority for Weyerhaeuser people.  Lost-time
accidents decreased 30 percent - from a rate of 1.17 per 100 employees in
1994 to 0.86 per 100 employees in 1995. Over the past five years, the
lost-time accident rate has improved 70 percent, a tribute to the efforts and
vigilance of Weyerhaeuser employees everywhere.

 Many Weyerhaeuser units achieved outstanding safety milestones in 1995.
The Valliant, Okla., containerboard mill surpassed two million work hours
without a single lost workday. The Mississippi/Alabama Timberlands team
completed nine years, more than 1.3 million workhours without a lost-time
accident or injury. North Carolina Timberlands surpassed five years, or
1.5 million workhours without a lost-time accident. A Weyerhaeuser joint
venture, the Cedar River Paper Company, won the U.S. Occupational Safety and
Health Administration's STAR Worksite Award for safety, and another joint
venture, the North Pacific Paper Corporation, achieved a new record for
safety performance and recorded a year without a lost-time accident.

 In May, Weyerhaeuser President John W. Creighton, Jr., formed a task force
to help foster diversity in the workplace - a corporate area of emphasis
outlined in 1995.

 Two pioneers of High Yield Forestry passed away: George R. Staebler, former
director of forestry research, and Royce O. Cornelius, former chief forest
engineer. Both were retired.

 Norton Clapp, former Weyerhaeuser president and chairman of the board, died
in April. During his 36 years of service to Weyerhaeuser Company, Clapp
served as company secretary, vice president, president, director and chairman
of the board. Clapp served as president during a pivotal period in its
growth - from 1960 to 1966 - and made significant civic contributions both
locally and nationally.

Customers

Pulp, Paper and Packaging's box plant in Cedar Rapids, Iowa, achieved a major
quality milestone by registering under ISO 9000 standards. ISO, the only
internationally recognized quality standard, defines a model for quality
systems. The registration process requires extensive documentation of
quality processes, direct evidence of quality system effectiveness and
periodic audits to ensure conformance with registration requirements.

 Wood Products carried its Manufacturing Excellence Award program into its
second year. The award encourages all manufacturing units to attain
top-quartile performance in their respective businesses and to raise
standards of manufacturing to world-class levels. Winners were the Elkin,
N.C., oriented strand board (OSB) mill, which also won the award in 1994;
the Grayling, Mich., OSB mill, and the Marshfield, Wis., Steam-Thru
particleboard facility, which was a finalist last year.

 Weyerhaeuser Canada's Edson, Alta., OSB mill was awarded the Structural
Board Association's Ron Baker Memorial Award for Manufacturing Excellence.
The international award recognizes superior quality, productivity,
environmental sensitivity and safety. Weyerhaeuser's Drayton Valley, Alta.,
OSB mill finished second.

 Secretary of Commerce Ron Brown presented the NORPAC newsprint mill in
Longview, Wash., with a Presidential "E" Award for Excellence in Exporting.
The company was recognized for its success in international markets.
President John W. Creighton, Jr., was named the 1995 recipient of the
prestigious Prime Minister's Trade Award by the Japanese government. The
award is given annually to an individual whose contributions have helped
improve the balance of trade and promote mutual understanding on trade issues.

Citizenship

 Fortune magazine ranked Weyerhaeuser number one among forest products
companies for "responsibility to the community and environment" in its
1994 Corporate Reputation Survey. Weyerhaeuser demonstrated its environmental
leadership in 1995 by:

  - Completing ten watershed analyses in Washington and Oregon.  Weyerhaeuser
has completed 21 assessments in the Northwest covering 446,000 acres of its
forestland since 1993.

  - Achieving capability to manufacture elemental chlorine-free pulp products
at all of its bleached kraft mills.

  - Converting its containerboard machines in Plymouth, N.C., and North Bend,
Ore., to use 100 percent recycled wastepaper.

  - Signing a Memorandum of Understanding with the U.S. Forest Service and
USFWS to protect the red-cockaded woodpecker by managing habitat on
Weyerhaeuser lands near the Croatan National Forest in eastern North Carolina.

  - Receiving the American Forest & Paper Association's Environmental and
Energy Achievement Award for air-pollution control at the company's Grayling,
Mich., OSB mill.

  - Signing a partnership agreement with the National Wild Turkey Federation
to promote conservation of the wild turkey on 2.6 million acres of
Weyerhaeuser forestlands in the South. The agreement formalizes a cooperative
relationship that Weyerhaeuser has had with the Federation for many years.

  - Reaching agreement with five environmental groups to develop management
criteria for protecting wildlife habitat, water quality, unique wetlands
sites and rare plants on the company's lands on the Albemarle-Pamlico
Peninsula in North Carolina. The agreement with the Environmental Defense
Fund, National Audubon Society, Sierra Club, North Carolina Wildlife
Federation and North Carolina Coastal Federation brings to a close the
groups' legal challenge of the company's forestry practices on those lands.

 The Washington State Department of Transportation, the Rocky Mountain Elk
Foundation and Weyerhaeuser Company jointly opened the Charles W. Bingham
Forest Learning Center.  Located near the Mount St. Helens National Volcanic
Monument, the Forest Learning Center was dedicated on May 18, the fifteenth
anniversary of the volcano's eruption.

 The Weyerhaeuser Company Foundation, the company's principal vehicle for
philanthropy, was recognized by the Professional Educators of North Carolina,
Inc., for outstanding service to education. In 1995, the Foundation surpassed
the $100 million mark for contributions made since 1948.

                             33
<PAGE>

1995 Financial Report

Highlights

<TABLE>
<CAPTION>
Dollar amounts in millions except per-share figures         1995       1994
---------------------------------------------------      ---------   --------
<S>                                                      <C>        <C>
Net sales and revenues                                    $11,788    $10,398
Net earnings before special charge                            983        589
Less: special charge(1)                                       184        -
                                                          --------   --------
Net earnings                                                  799        589
                                                          --------   --------
Cash flow from operations, before working capital changes   1,856      1,260
Capital expenditures (including acquisitions in 1995)       1,119      1,102
Total assets                                               13,253     13,158
Shareholders' interest                                      4,486      4,290
</TABLE>

<TABLE>
<CAPTION>
                                               1995 
                               -------------------------------------
                                   Before      (1) Special 
                               Special Charge     Charge       Net      1994
                               --------------  ------------  -------  -------
Net earnings per common share:
<S>                               <C>           <C>         <C>      <C>
 First quarter                     $ 1.00                    $ 1.00      .62
 Second quarter                      1.21                      1.21      .62
 Third quarter                       1.37           (.90)       .47      .71
 Fourth quarter                      1.25                      1.25      .91
                                -------------  ------------  -------  -------
                                   $ 4.83         $ (.90)    $ 3.93   $ 2.86
                                -------------  ------------  -------  -------
</TABLE>

(1) The after-tax charge of $184 million ($290 million less income taxes of
$106 million) results from two related actions: (1) the implementation of
Statement of Financial Accounting Standards No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of,"
which required the company to change its method of valuing long-lived assets,
and (2) the company's decision to accelerate the disposition of some of the
affected assets.

The consolidated financial statements include: (1) Weyerhaeuser Company
(Weyerhaeuser), which is principally engaged in the growing and harvesting of
timber and the manufacture, distribution and sale of forest products, and
(2) real estate and financial services including Weyerhaeuser Real Estate
Company, which is involved in real estate development and construction, and
Weyerhaeuser Financial Services, Inc., whose principal subsidiary is
Weyerhaeuser Mortgage Company.

Description of the Business of the Company, page 35.  Financial Review, page
40. Report of Independent Public Accountants, page 44.  Consolidated
Statement of Earnings, page 45.  Consolidated Balance Sheet, page 46. 
Consolidated Statement of Cash Flows, page 48.  Consolidated Statement of 
Shareholders' Interest, page 50.  Notes to Financial Statements, page 51.
Historical Summary, page 68.

                              34
<PAGE>

