
Item 14., Exhibit 10(c)

Weyerhaeuser                                            Corporate Headquarters
                                                        Tacoma WA  98477
                                                        Tel (206) 924 2345




May 9, 1994





Mr. Richard C. Gozon
533 Waterloo Road
Devon PA 19333

Dear Dick:

This summarizes our agreement concerning the terms of your
employment with Weyerhaeuser Company.

Weyerhaeuser Company (the "Company") will employ you as
Executive Vice President, Pulp, Paper & Packaging at an
annual salary of $340,000 commencing on your hire date.
Salary reviews are currently done on a 12-month cycle.

You will be a participant in the incentive compensation plan
for Weyerhaeuser senior executives.  In this plan your
target bonus will be 50 percent of your base salary.  For
1994 you will receive at least a prorata target bonus for
the portion of the year you are employed by Weyerhaeuser.

You will be a participant in the Company's long-term
incentive compensation plan.  The Board of Directors has
approved a 30,000 share stock option grant to you under that
plan, conditioned on your coming to work for the Company.
This stock option will be granted to you on your first day
of employment with Weyerhaeuser.  I will also recommend a
grant of at least 20,000 shares at the time of regular
management grants in early 1995.  Thereafter your grants
will be determined by our regular granting process.

You will be eligible for the regular salaried benefits
outlined in the employee handbook provided to you under
separate cover.  You also will be a member of Weyerhaeuser's
key group and eligible for the benefits accorded this group.
The enclosed summarizes the current program.

If you leave Weyerhaeuser after you reach age 65, your
Company pension and post-retirement health benefits will be
calculated based on at least ten years of service.  The
difference between your target pension benefit (based on ten
years' credited service) and your actual pension benefit
under the Company's salaried retirement plan will be paid as
a non-qualified retirement

<PAGE>

Mr. Richard C. Gozon
May 9, 1994
Page 2



benefit from general Company assets.  You may elect that
this difference be paid in any form allowable under the
plan.  The Company's contribution to any post-retirement
health plan in effect at that time will be based on at least
10 years of service.  The additional service provided under
this arrangement is not available if you leave the Company
before age 65.

The Company will reimburse your relocation expenses in
accordance with the "Relocation Policy Procedure Guide for
Salaried Employees," and a separate letter you have received
from Steve Hill.

The Company reserves the right to terminate your employment
at any time with or without cause.  In the event the Company
does terminate your employment, you will be entitled to a
special severance benefit which will decrease based on the
number of months you are employed by the Company.  This
benefit will be equal to your monthly base pay times the
number of months of base pay shown on the following
schedule:

<TABLE>
<CAPTION>
         Months Employed              Months of
         by Weyerhaeuser              Base Pay
      -----------------------       -------------
     <C>                                <C>      
               0-24                      24
                25                       23
                26                       22
                27                       21
                28                       20
                29                       19
                30                       18
                31                       17
                32                       16
                33                       15
                34                       14
                35                       13
       36-time of severance              12
</TABLE>

The severance benefit described above will not be paid if
you resign, retire, die or are terminated for reasons of
willful violation of Company rules or for gross negligence
in job performance.  The severance benefit will commence
upon notification of termination and will be paid on a
monthly basis.  This benefit will be in lieu of any other
notice policy or severance plan offered by the Company.

<PAGE>

Mr. Richard C. Gozon
May 9, 1994
Page 3



You have provided us copies of your October 1993 agreement
with Alco Standard that included a "Non-Competition
Covenant" where you agreed to not by employed by a
competitor of theirs in the "paper distribution" business.
Your understanding is that they would not consider
Weyerhaeuser to be in  the "paper distribution" business.
We agree that Weyerhaeuser's General Counsel, Bob Lane, can
make contact with Alco Standard's legal department to verify
that they do not see your employment with us as a breach of
this agreement.  If they raise concerns, you and I agree
that you would not start employment with Weyerhaeuser until
Also Standard provides written consent that your employment
is not a breach of this agreement.

You have also disclosed to me that you hold options to
purchase Alco Standard stock and that under the terms of
your agreement with Alco Standard, you have 3 years to
exercise those shares.  I have asked our General Counsel to
advise you and me on steps we should take to avoid actual or
perceived conflict of interest.

You and I agree that you will start your Weyerhaeuser
employment sometime next month.

If the arrangement described herein reflects your
understanding of our agreement, please indicate by signing
and returning the enclosed copy of this letter.


Sincerely,

WEYERHAEUSER COMPANY



/s/ John Creighton
-----------------------
John W. Creighton, Jr.
President

jp422_2

Enclosures

                                           The above terms and conditions
                                           are agreed to this 16th day
                                           of May, 1994.

                                           /s/  Richard C. Gozon
                                          ---------------------------

