
                  SECURITIES AND EXCHANGE COMMISSION
                                   
                        Washington, D.C.  20549
                               FORM 10-K
                         
                         ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
         X               OF THE SECURITIES EXCHANGE ACT OF 1934
                         
                         For the fiscal year ended December 31, 1995 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)              Chicago 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.  [  ].

As of February 23, 1996, 198,070,891 shares of the registrant's common
stock  ($1.25  par  value) were outstanding and the  aggregate  market
value  of  the  registrant's voting shares held by non-affiliates  was
approximately $8,913,190,095.

                  DOCUMENTS INCORPORATED BY REFERENCE

Portions  of  the  Annual Report to Shareholders for the  fiscal  year
ended December 31, 1995 are incorporated by reference into Parts I, II
and IV.

Portions  of  the  Notice of 1996 Annual Meeting of  Shareholders  and
Proxy Statement are incorporated by reference into Part III.

<PAGE>

Weyerhaeuser Company and Subsidiaries

TABLE OF CONTENTS




<TABLE>
<CAPTION>

PART I                                                           Page
                                                                ------
<S>                                                             <C>
Item 1.   Business                                                 3
Item 2.   Properties                                               7
Item 3.   Legal Proceedings                                       10
Item 4.   Submission of Matters to a Vote of Security Holders     11

PART II

Item 5.   Market Price of and Dividends on the Registrant's
          Common Equity and Related Stockholder Matters           12
Item 6.   Selected Financial Data                                 12
Item 7.   Management's Discussion and Analysis of Financial 
          Condition and Results of Operations                     12
Item 8.   Financial Statements and Supplementary Information      12
Item 9.   Changes in and Disagreements with Accountants on 
          Accounting and Financial Disclosure                     12

PART III

Item 10.  Directors and Executive Officers of the Registrant      13
Item 11.  Executive Compensation                                  13
Item 12.  Security Ownership of Certain Beneficial Owners and
          Management                                              13
Item 13.  Certain Relationships and Related Transactions          13

PART IV

Item 14.  Exhibits, Financial Statement Schedules and Reports
          on Form 8-K                                             14


          Signatures                                              15

          Report of Independent Public Accountants on Financial
          Statement Schedules                                     16
          Schedule II   Valuation and Qualifying Accounts         17

</TABLE>
                                   
                                   2

<PAGE>

Weyerhaeuser Company and Subsidiaries

PART I


Item 1.  Business
-----------------

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,  paper
and packaging; real estate; and financial services.

Information with respect to the description and general development of
the  company's business, included on pages 35 through 39,  Description
of the Business of the Company, contained in the company's 1995 Annual
Report to Shareholders, is incorporated herein by reference.

Financial  information with respect to industry segments, included  in
Note  19  of Notes to Financial Statements contained in the  company's
1995  Annual  Report  to  Shareholders,  is  incorporated  herein   by
reference.

Timberlands and Wood Products

The  company  owns  approximately  5.3  million  acres  of  commercial
forestland  in  the United States (49% in the South  and  51%  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 18.9 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
244 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 timberlands, the company is
engaged in extensive planting, suppression of nonmerchantable species,
precommercial  and commercial thinning, fertilization and  operational
pruning,  all  of  which increase the yield from  its  fee  timberland
acreage.

<TABLE>
<CAPTION>

                   Inventory    Thousands of Acres at December 31, 1995
                   ---------    ------------------------------------------
                    Millions       Fee      Long-term      License       
                   of Cunits    Ownership    Leases     Arrangements   Total
                   ---------    ---------  ----------   ------------  ------
<S>                   <C>         <C>        <C>           <C>       <C> 
Geographic Area                                             
Washington             44          1,492         -              -      1,492
                                                            
Oregon                 18          1,217         -              -      1,217
                                                            
Southern               28          2,593        171             -      2,764
                   ---------    ---------  ----------   ------------  ------   
Total United States    90          5,302        171             -      5,473
                   ---------    ---------  ----------   ------------  ------   
Canada                                                      
 Alberta               91             -          -           6,846     6,846
 British Columbia      10             35         -           3,572     3,607
 Saskatchewan          53             -          -           8,457     8,457
                   ---------    ---------  ----------   ------------  ------
Total Canada          154             35         -          18,875    18,910
                   ---------    ---------  ----------   ------------  ------   
TOTAL                 244          5,337        171         18,875    24,383
                   =========    =========  ==========   ============  ======
</TABLE>

<TABLE>
<CAPTION>

                                                       Thousands of Acres
                    Thousands of Acres Millions of  ------------------------
                    ------------------  Seedlings    Stocking
                    Harvested  Planted   Planted     Control   Fertilization
                    ---------  -------  ---------   ---------  -------------
<S>                 <C>        <C>      <C>         <C>        <C>
1995 Activity                                               
Washington              27.5     28.4      15.8         1.5           55.9
Oregon                  12.8     11.9       5.2         1.7           33.5
Southern                49.0     45.5      20.5         3.8          189.8
                    ---------  -------  ---------   ---------  ------------- 
Total United States     89.3     85.8      41.5         7.0          279.2
                    =========  =======  =========   =========  =============
</TABLE>

                                    3
<PAGE>

Weyerhaeuser Company and Subsidiaries

PART I



Item 1.  Business - Continued
-----------------------------

On  February  28,  1996, the company signed an  agreement  to  acquire
ownership  and long-term leases to 661,200 acres of private commercial
forestland  and  two sawmills in southeastern Louisiana  and  southern
Mississippi  from Cavenham Forest Industries, a subsidiary  of  Hansen
Plc, for $500 million.

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 volumes by major product class are as follows (millions):

<TABLE>
<CAPTION>
                                          1995   1994   1993   1992   1991
                                         ------ ------ ------ ------ ------
<S>                                      <C>    <C>    <C>    <C>    <C>        
Raw materials - cubic ft.                   535    564    547    545    538
Softwood lumber - board ft.               4,515  4,402  4,230  3,440  3,269
Softwood plywood and veneer -        
 sq. ft. (3/8")                           2,324  2,685  2,435  2,227  2,135 
Composite panels - sq. ft. (3/4")           648    660    626    590    685
Oriented strand board - sq. ft. (3/8")    1,931  1,803  1,672  1,484  1,205
Hardboard - sq. ft. (7/16")                 201    167    140    133    114
Hardwood lumber - board ft.                 293    254    240    218    219
Engineered wood products - lineal ft.       128     71     47     -      -
Hardwood doors (thousands)                  648    617    556    514    525
</TABLE>

Selected product prices:

<TABLE>
<CAPTION>
                                        1995    1994    1993    1992    1991
                                       ------  ------  ------  ------  ------ 
<S>                                   <C>     <C>     <C>     <C>     <C>
Export logs (#2 sawlog-bark on) - $/MBF
  Cascade - Douglas fir                $1,365  $1,168  $1,224  $  930  $  686
  Coastal - Hemlock                       750     804     831     562     530
  Coastal - Douglas fir                 1,217   1,085   1,104     858     633
                                                               
Lumber (common) - $/MBF                                        
  2x4 Douglas fir (kiln dried)            332     408     418     295     250
  2x4 Douglas fir (green)                 308     364     383     261     224
  2x4 Southern yellow pine (kiln dried)   364     419     397     285     237
  2x4 Spruce-pine-fir (kiln dried)        251     343     334     231     187
                                                               
Plywood (1/2" CDX) - $/MSF                                     
  West                                    331     334     321     281     220
  South                                   301     298     282     249     192
                                                               
Oriented strand board (7/16"-24/16) North                              
  Central price - $/MSF                   245     265     236     217     147

</TABLE>
                                   
                                   4
<PAGE>

Weyerhaeuser Company and Subsidiaries

PART I



Item 1.  Business - Continued
-----------------------------

Pulp, Paper and Packaging

The  company's  pulp, paper and packaging 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  packaging,  and manufactures and  markets  industrial  and
agricultural  packaging;  Paperboard, which manufactures  and  markets
bleached paperboard, used for production of liquid containers, to West
Coast  and  Pacific  Rim  customers;  Recycling,  which  operates   an
extensive wastepaper collection system and markets it to company mills
and  worldwide  customers;  and Chemicals,  which  produces  chlorine,
caustic  and  tall  oil, which are used principally by  the  company's
pulp,  paper  and  packaging operations.  In 1993, the  Personal  Care
Products  business,  which  manufactured disposable  diapers  marketed
under  the  private-label  brands of many of North  America's  largest
retailers was sold through an initial public offering of stock.


Sales volumes by major product class are as follows (thousands):
<TABLE>
<CAPTION>
                                 1995     1994     1993     1992     1991
                               -------  -------  -------  -------  -------
<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>

Selected product prices (per ton):
<TABLE>
<CAPTION>
                                       1995   1994   1993   1992   1991
                                      ------ ------ ------ ------ ------       
<S>                                   <C>    <C>    <C>    <C>    <C>
Pulp - NBKP-air-dry metric-U.S.        $883   $566   $445   $551   $568
Paper - uncoated free sheet-U.S.        946    617    627    630    713
Linerboard - 42 lb.-Eastern U.S.        505    367    295    343    330
Newsprint - metric - West Coast U.S.    662    460    435    433    549
OCC                                     128     78     27     30     39
ONP                                      99     46     16     13     16
</TABLE>
                                   
                                           5
<PAGE>

Weyerhaeuser Company and Subsidiaries

PART I



Item 1.  Business - Continued
-----------------------------

Real Estate

The  company,  through its real estate subsidiary,  Weyerhaeuser  Real
Estate  Company,  is  engaged  primarily in  developing  single-family
housing  and  residential lots for sale, including the development  of
master-planned  communities.  Operations are  mainly  concentrated  in
selected   metropolitan   areas   in  Southern   California,   Nevada,
Washington, Texas, Maryland and Virginia.

Volumes sold:
<TABLE>
<CAPTION>
                                       1995   1994   1993   1992   1991
                                      -----  -----  -----  -----  -----
<S>                                  <C>    <C>    <C>    <C>    <C>
Single-family units (1)               3,114  3,934  3,879  3,917  4,410
Multi-family units (1)                  117    475  1,141     60    317
Lots (1)                              1,628  2,157  1,372  2,762  1,138
Commercial space (thousand sq. ft.)      -     389     88    142    269
</TABLE>

(1) Includes one-half 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 14 states, with a servicing
portfolio  of  $11  billion  involving  approximately  136,000   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 insurances.   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,  was
dissolved in 1992.

Volume information (millions):
<TABLE>
<CAPTION>
                                   1995     1994     1993     1992     1991
                                 -------  -------  -------  -------  -------
<S>                             <C>      <C>      <C>      <C>      <C> 
Loan servicing portfolio         $10,952  $11,300  $ 8,400  $ 9,800  $10,600
Single-family loan originations    2,196    2,763    4,405    3,380    2,496
</TABLE>
                                  
                                   6
<PAGE>

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):

<TABLE>
<CAPTION>
                                         Number                            
                           Production      of     
                            Capacity   Facilities  1995  1994  1993  1992  1991
                           ----------  ---------- ----- ----- ----- ----- -----
<S>                          <C>         <C>     <C>   <C>   <C>   <C>   <C>
Logs - cubic ft.                 -         -        914   671   673   749   782
Softwood lumber - board ft.   3,483       27      3,419 3,249 3,135 2,782 2,687
Softwood plywood and          
 veneer - sq. ft. (3/8")      1,337        8      1,292 1,249 1,188 1,125   966
Composite panels - sq. ft.      
 (3/4")                         607        6        583   594   564   540   493
Oriented strand board -
sq. ft. (3/8")                1,670        5      1,654 1,568 1,443 1,234 1,208
Hardboard - sq. ft. (7/16")     130        1        124   122   120   118    90
Hardwood lumber - board ft.     409       11        278   229   221   210   196
Hardwood doors (thousands)      717        1        643   597   522   469   448
</TABLE>

Principal manufacturing facilities are located as follows:

Softwood lumber and plywood                   Hardwood lumber
Alabama, Arkansas, Georgia, Idaho,            Arkansas, Oklahoma, Oregon,
Mississippi, North Carolina,                  Pennsylvania, Washington and
Oklahoma, Oregon, Washington and              Wisconsin
Alberta, British Columbia and  
Saskatchewan, Canada                          Hardwood doors
                                              Wisconsin        
Composite panels                      
Georgia, North Carolina, Oregon and
Wisconsin

Oriented strand board
Michigan, North Carolina and Alberta,
Canada

Hardboard
Oregon

                                  
                                   7
<PAGE>

Weyerhaeuser Company and Subsidiaries

PART I



Item 2.  Properties - Continued
-------------------------------

Pulp, Paper and Packaging

Facilities and annual production are summarized by major product class
as follows (thousands):

<TABLE>
<CAPTION>
                                    Number of                      
                         Production  Facil-    
                          Capacity   ilities   1995   1994   1993   1992   1991
                         ---------- -------- ------ ------ ------ ------ ------
<S>                       <C>         <C>   <C>    <C>    <C>    <C>    <C>
Pulp - air-dry metric tons  2,130       8     2,159  2,041  2,096  1,506  1,527
Newsprint - metric tons       690       1       687    651    618    588    461
Paper - tons                1,075       5     1,060    982  1,007    971    889
Paperboard - tons             220       1       229    189    217    229    238
Containerboard - tons       2,540       5     2,329  2,357  2,269  2,240  2,224
Packaging - MSF            48,000      45    36,041 36,020 32,795 31,040 27,583
Recycling - tons               -       36     2,754  2,042  1,847  1,692  1,415
Personal  care products  -     
 standard cases                -       -         -      -      -  16,743 14,902
</TABLE>

Principal manufacturing facilities are located as follows:

Pulp                                    Containerboard
Georgia, Mississippi, North Carolina,   North Carolina, Oklahoma, Oregon
Washington and Alberta, British         and Washington
Columbia and Saskatchewan, Canada     
                                        Packaging
Newsprint                               Arizona, California, Connecticut,
Washington                              Florida, Georgia, Hawaii, Illinois,
                                        Indiana, Iowa, Kentucky, Maryland,
Paper                                   Michigan, Minnesota, Mississippi,
Mississippi, North Carolina,            Missouri, Nebraska, New Jersey,
Washington, Wisconsin and               New York, North Carolina, Ohio,
Saskatchewan, Canada                    Oregon, Tennessee, Texas, Virginia,
                                        Washington and Wisconsin
Paperboard                                     
Washington                              Recycling
                                        Arizona, California, Colorado,
                                        Georgia, Illinois, Indiana, Iowa,
                                        Kansas, Maryland, Minnesota,
                                        Nebraska, New Jersey, North Carolina,
                                        Oklahoma, Oregon, Pennsylvania,
                                        Tennessee, Texas, Utah, Virginia,
                                        Washington and British Columbia,
                                        Canada
                                     
                                        Chemicals
                                        Georgia, Mississippi, North Carolina,
                                        Oklahoma, Washington and Saskatchewan,
                                        Canada
                                                     
                                   8
<PAGE>

Weyerhaeuser Company and Subsidiaries

PART I



Item 2.  Properties - Continued
-------------------------------

Real Estate

<TABLE>
<CAPTION>
                        
Principal Operations    Primary States of Operations  Primary Activities
-----------------------------------------------------------------------------
<S>                    <C>                           <C>
Land Management         Arkansas, North Carolina      Residential and
                        and Washington                commercial land
                                                      development
                                              
Pardee Construction     California and Nevada         Single-family and
Company                                               multi-family housing
                                                      and land development
                                              
The Quadrant            Washington                    Single-family housing,
Corporation                                           residential and
                                                      commercial land
                                                      development,
                                                      commercial building
                                                      and commercial
                                                      property management
                                              
Scarborough             Florida                       Residential and
Constructors, Inc.                                    commercial land
                                                      development
                                              
Trendmaker Homes, Inc.  Texas                         Single-family housing
                                                      and residential land
                                                      development
                                              
Winchester Homes, Inc.  Maryland and Virginia         Single-family housing
                                                      and residential land
                                                      development
                                              
Weyerhaeuser Real       Washington                    Parent company
Estate Co.                                    
</TABLE>                                      


Financial Services
<TABLE>
<CAPTION>
                                              
Principal Operations    Primary States of Operations   Primary Activities
------------------------------------------------------------------------------
<S>                    <C>                            <C>
Weyerhaeuser Mortgage   Branches in 14 states with     Mortgage lending and
Company                 major concentrations in        servicing, insurance
                        California, Hawaii, Nevada     and investment sales
                        and Texas                      and service
                        
Mortgage Securities     California                     Mortgage securities
Corporations                                  

Weyerhaeuser            California                     Real estate investment
Financial                                              sales and service
Investments, Inc.                             

Weyerhaeuser Venture    Arizona, California,           Equity investments and
Co.                     Nevada, Oregon and             participating loans in
                        Washington                     residential real estate
                                              
Weyerhaeuser            Delaware                       Parent company
Financial Services,                         
Inc.
</TABLE>
                                   
                                   9
<PAGE>

Weyerhaeuser Company and Subsidiaries

PART I


Item 3.  Legal Proceedings
--------------------------

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   settled  the  portion  of  the  case  relating   to   export
transactions  and received a tax refund of approximately $10  million,
plus  statutory interest.  In September 1994, the United States  Court
of  Federal Claims issued an opinion on the casualty loss issues which
will   result   in  the  allowance  of  additional  tax   refunds   of
approximately  $2 million, plus statutory interest.  The  company  has
appealed the decision.

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 all but one of the defendants.
In  July  1993, the trial court dismissed 14 of the 35 sites named  in
the  complaint.   In  May  1994, the Washington  State  Supreme  Court
reversed  the  trial court's dismissal of those sites.  Trial  on  two
sites  against the sole remaining defendant began in October 1994  and
resulted  in a jury verdict which awarded damages to the company  with
respect to one of the sites.  Trial on several additional sites  began
in February 1996 and is continuing.

The  company  received  from  the Lane  County,  Oregon  Regional  Air
Pollution Control Authority (LRAPA) a draft Notice of Violation  which
seeks  penalties  for alleged Prevention of Significant  Deterioration
(PSD)  violations at the company's Springfield, Oregon,  particleboard
operations.   LRAPA  informed the company in July 1995  that  it  will
withdraw  its draft Notice of Violation (NOV) and will not seek  fines
or  penalties.  On September 15, 1995, however, LRAPA issued a revised
draft  NOV (the Revised Draft NOV), which alleged that the Springfield
particleboard facility had violated a condition of its Air Contaminant
Discharge Permit (ACDP).  The allegations in the Revised Draft NOV are
based  upon the same facts and circumstances relied upon by  LRAPA  in
the  prior  draft NOV.  The company has contested LRAPA's issuance  of
the Revised Draft NOV.

The  company  has undertaken a review of its 10 major pulp  and  paper
facilities   to   evaluate  the  facilities'   compliance   with   PSD
regulations, and has disclosed the potential of PSD compliance  issues
to seven state agencies and the Environmental Protection Agency (EPA).
The  company  is  currently  working  with  the  states  to  negotiate
settlements for the alleged violations.  In April 1995, EPA  Region  X
issued a Notice of Violation to the company and to North Pacific Paper
Corporation  (NORPAC), a joint venture in which  the  company  has  an
80  percent  ownership  interest.  The Notice of  Violation  addresses
alleged  PSD  violations at NORPAC's Longview,  Washington,  newsprint
manufacturing  facility.  A settlement with the  State  of  Washington
that  resolves  all  PSD  issues at the  Longview/NORPAC  complex  was
entered  on  January  26,  1996.  The  company  also  entered  into  a
settlement  with  the State of Oklahoma regarding  the  resolution  of
alleged   PSD   violations  at  the  company's   Valliant,   Oklahoma,
containerboard  manufacturing  facility  on  November  14,  1995.  The
company  has  entered into Special Orders by Consent (SOCs)  with  the
State of North Carolina to resolve alleged PSD issues at its New Bern,
North  Carolina, pulp mill and its Plymouth, North Carolina, pulp  and
paper complex.

The Washington State Department of Ecology investigated the accidental
release  of  chorine, chlorine dioxide and non-condensable  gasses  in
July  1994  at the company's pulp mill in Longview, and issued  a  $10
thousand  penalty  for the chlorine release and a $5 thousand  penalty
for  the  non-condensable gasses release which have been paid  by  the
company.  In June 1995, EPA issued an Administrative Complaint against
the company, seeking penalties of $225 thousand and alleging a failure
to timely report the chlorine release.  The company has appealed.

                                  10
<PAGE>

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  thousand  and
penalties of $500 per day until compliance is demonstrated.   The  SFO
required  demonstrated compliance by December 1993  and  a  historical
evaluation  of  the facility's PSD status.  The company  submitted  an
initial  PSD  review to the state in December 1993.  A revised  report
was delivered to the state in March 1995.

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 Greene County, Alabama, on behalf  of  a
similar  purported class of riparian owners with essentially the  same
claims  as the Mississippi case.  By order dated April 5, 1995,  venue
of  the Alabama action was transferred to Sumter County, Alabama.   On
January 20, 1995, the court in the Alabama action certified a class of
all  persons  who, as of the date the action commenced, were  riparian
owners,  lessees and licensees of properties located on the  Tennessee
Tombigbee  Waterway in Greene, Sumter, Pickens and  Marengo  counties,
Alabama,  and Lowndes and Noxubee counties, Mississippi, to  determine
whether  the  company  is  liable to the  members  of  the  class  for
compensatory  and/or punitive damages and to determine the  amount  of
punitive  damages, if any, to be awarded to the class as a whole.   By
order dated April 12, 1995, as orally amended on February 1, 1996, the
geographical  boundaries of the class were amended to run  from  below
the   Columbus  mill's  wastewater  discharge  pipe  just  above   the
confluence  of  the  Black Warrior River and the  Tennessee  Tombigbee
Waterway.  The class is estimated to range from approximately 1,000 to
1,500  members.  Neither the Mississippi action nor the Alabama action
is presently scheduled for trial.

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 EPA 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  outcome  resulting  from  the  legal  proceedings
discussed  herein, or all of them combined, would not have a  material
effect  on  the  company's current financial  position,  liquidity  or
results  of operations; however, in any given future reporting period,
such  legal  proceedings could have a material effect  on  results  of
operations.


Item 4.  Submission of Matters to a Vote of Security Holders
------------------------------------------------------------

There  were no matters submitted to a vote of security holders  during
the fourth quarter of the fiscal year ended December 31, 1995.

                                  11
<PAGE>

Weyerhaeuser Company and Subsidiaries

PART II



Item  5.   Market  Price of and Dividends on the  Registrant's  Common
----------------------------------------------------------------------
Equity and Related Stockholder Matters
--------------------------------------

Information  with  respect  to  market information,  stockholders  and
dividends included in Notes 20 and 21 of Notes to Financial Statements
in  the  company's 1995 Annual Report to Shareholders, is incorporated
herein by reference.


Item 6.  Selected Financial Data
--------------------------------

Information with respect to selected financial data included  in  Note
21  of  Notes  to  Financial Statements in the company's  1995  Annual
Report to Shareholders, is incorporated herein by reference.


Item  7.  Management's Discussion and Analysis of Financial Condition
---------------------------------------------------------------------
and Results of Operations
-------------------------

On  February  28,  1996, the company signed an  agreement  to  acquire
ownership  and long-term leases to 661,200 acres of private commercial
forestland  and  two sawmills in southeastern Louisiana  and  southern
Mississippi  from Cavenham Forest Industries, a subsidiary  of  Hansen
Plc,  for  $500 million.  This acquisition is not expected to  have  a
significant impact on the company's financial position or liquidity.

In  the  fourth quarter of 1995, pulp and paper prices began to weaken
dramatically as customers reduced purchases in order to reduce  excess
inventories.   These prices continued to decline in the first  quarter
of  1996.   This will result in significantly lower operating earnings
in  the  company's  pulp,  paper and packaging  segment.   This  price
weakness  is expected to continue until the excess inventory situation
corrects itself.

Additional  information  with respect to Management's  Discussion  and
Analysis included on pages 7, 14-17, 19, 24-27 and 32-44; contained in
the  company's  1995  Annual Report to Shareholders,  is  incorporated
herein by reference.


Item 8.  Financial Statements and Supplementary Information
-----------------------------------------------------------

Financial statements and supplementary information, contained  in  the
company's  1995 Annual Report to Shareholders are incorporated  herein
by reference:

<TABLE>
<CAPTION>
                                                          Page(s) in
                                                       Annual Report to
                                                         Shareholders
                                                       ---------------- 
  <S>                                                       <C> 
   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
   Notes to Financial Statements                             51-69
   Selected Quarterly Financial Information                     67
</TABLE>

Item  9.  Changes in and Disagreements with Accountants on Accounting
---------------------------------------------------------------------
and Financial Disclosure
------------------------

Not applicable.

                                  12
<PAGE>

Weyerhaeuser Company and Subsidiaries

PART III



Item 10.  Directors and Executive Officers of the Registrant
------------------------------------------------------------

Information with respect to Directors of the company included on pages
1  through 4 of the Notice of 1996 Annual Meeting of Shareholders  and
Proxy  Statement  dated  March  4,  1996  is  incorporated  herein  by
reference.

The executive officers of the company are as follows:

<TABLE>
<CAPTION>

     Name                      Title                Age
----------------------  -------------------------  -----
<S>                    <C>                          <C>
William R. Corbin       Executive Vice President     54
John W. Creighton, Jr.  President                    63
Richard C. Gozon        Executive Vice President     57
Steven R. Hill          Senior Vice President        48
Mack L. Hogans          Senior Vice President        47
Norman E. Johnson       Senior Vice President        62
Thomas M. Luthy         Senior Vice President        58
William C. Stivers      Senior Vice President        57
</TABLE>

Item 11.  Executive Compensation
--------------------------------

Information with respect to executive compensation included on pages 5
through  13  of the Notice of 1996 Annual Meeting of Shareholders  and
Proxy  Statement  dated  March  4,  1996  is  incorporated  herein  by
reference.


Item  12.  Security Ownership of Certain Beneficial Owners and Management
-------------------------------------------------------------------------

Information  with respect to security ownership of certain  beneficial
owners and management included on pages 4 and 5 of the Notice of  1996
Annual Meeting of Shareholders and Proxy Statement dated March 4, 1996
is incorporated herein by reference.


Item 13.  Certain Relationships and Related Transactions
--------------------------------------------------------

Information   with  respect  to  certain  relationships  and   related
transactions included on page 22 of the Notice of 1996 Annual  Meeting
of   Shareholders  and  Proxy  Statement  dated  March  4,   1996   is
incorporated herein by reference.

                                     13
<PAGE>

Weyerhaeuser Company and Subsidiaries

PART IV



Item 14.  Exhibits, Financial Statement Schedules and Reports on Form 8-K
-------------------------------------------------------------------------

Financial Statements

The  consolidated financial statements of the company,  together  with
the  report  of  independent  public  accountants,  contained  in  the
company's  1995  Annual Report to Shareholders,  are  incorporated  in
Part II, Item 8 of this Form 10-K by reference.

<TABLE>
<CAPTION>
                                                        Page Number(s)
Financial Statement Schedules                            In Form 10-K
-----------------------------                           --------------
<S>                                                          <C>
Report of Independent Public Accountants on Financial 
Statement Schedules                                           16
                                                                
Schedule II - Valuation and Qualifying Accounts               17
</TABLE>

All other financial statement schedules have been omitted because they
are  not  applicable or the required information is  included  in  the
consolidated financial statements, or the notes thereto, contained  in
the  company's  1995  Annual Report to Shareholders  and  incorporated
herein by reference.

Exhibits:
          3  - Articles of Incorporation and Bylaws
          10 - Material Contracts
               (a) Agreement with N. E. Johnson
               (b) Agreement with W. R. Corbin
               (c) Agreement with R. C. Gozon
          11 - Statement Re: Computation of Per Share Earnings (incorporated
                   by reference to Note 1 of the 1995 Weyerhaeuser Company
                   Annual Report to Shareholders)
          13 - Portions of the 1995 Weyerhaeuser Company Annual Report to
                   Shareholders specifically incorporated by reference herein
          22 - Subsidiaries of the Registrant
          23 - Consent of Independent Public Accountants
          27 - Financial Data Schedules

Reports on Form 8-K
   The registrant filed reports on Form 8-K dated November 28, 1995, and
   February 14, 1996, respectively, reporting information under Item 5,
   Other Events.

                                    14
<PAGE>

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 15, 1996.


                          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 15, 1996.


/s/ John W. Creighton, Jr.           /s/ Don C. Frisbee
--------------------------           ------------------           
John W. Creighton, Jr.               Don C. Frisbee
President, Principal Executive       Director
Officer and Director  
               
                                     /s/ P. M. Hawley
/s/ George H. Weyerhaeuser           ------------------ 
--------------------------           Philip M. Hawley
George H. Weyerhaeuser               Director
Chairman of the Board and Director

                                     /s/ Martha R. Ingram
/s/ William C. Stivers               --------------------
----------------------               Martha R. Ingram
William C. Stivers                   Director
Principal Financial Officer
          
                                     /s/ John Kieckhefer
/s/ Kenneth J. Stancato              -------------------
-----------------------              John I. Kieckhefer
Kenneth J. Stancato                  Director
Principal Accounting Officer             
         
                                     /s/ William D. Ruckelshaus
/s/ William Clapp                    --------------------------
-----------------                    William D. Ruckelshaus
William Clapp                        Director
Diretor                                
                    
                                     /s/ Richard H. Sinkfield
/s/ W. John Driscoll                 ------------------------
--------------------                 Richard H. Sinkfield
W. John Driscoll                     Director
Director

                                     15
<PAGE>

Weyerhaeuser Company and Subsidiaries

FINANCIAL STATEMENT SCHEDULES



Report  of  Independent  Public  Accountants  on  Financial  Statement
Schedules

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 12, 1996.  Our audit was made for the purpose of forming an
opinion  on those statements taken as a whole.  The schedule  listed
on  page 14 is the responsibility of the company's management and is
presented for purposes of complying with the Securities and Exchange
Commission's   rules  and  is  not  part  of  the  basic   financial
statements.   This  schedule  has been  subjected  to  the  auditing
procedures  applied  in the audit of the basic financial  statements
and,  in  our  opinion, fairly states 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 LLP

Seattle, Washington,
February 12, 1996

                                   
                                   
                                  16
<PAGE>

Weyerhaeuser Company and Subsidiaries

FINANCIAL STATEMENT SCHEDULES



<TABLE>
<CAPTION>

Schedule II - Valuation and Qualifying Accounts
For the three years ended December 31, 1995
Dollar amounts in millions

                                      Balance at  Charged Deductions  Balance
                                      Beginning     to       from      at End
Description                           of Period   Income   Reserve   of Period
-----------                           ----------  ------- ---------  ---------
<S>                                     <C>       <C>      <C>         <C>
Weyerhaeuser                                                   
                                                               
Reserve deducted from related asset                           
accounts:
Doubtful accounts - Accounts receivable
  1995                                   $ 10      $  2     $  3        $  9
                                       ========  ========  ========= ========
  1994                                   $ 10      $  4     $  4        $ 10
                                       ========  ========  ========= ========
  1993                                   $ 10      $  7     $  7        $ 10
                                       ========  ========  ========= ========

Real Estate and Financial Services                                       
                                                                       
Reserves and allowances deducted from                                
related asset accounts:                                              
Receivables                                                          
  1995                                   $  4      $  1     $ (2)(1)    $  7
                                       ========  ========  ========= ======== 
  1994                                   $  7      $  1     $  4        $  4
                                       ========  ========  ========= ========
  1993                                   $  6      $  1     $  -        $  7
                                       ========  ========  ========= ========

Mortgage loans receivable                                      
  1995                                  $   8      $  -     $  6        $  2
                                       ========  ========  ========= ========
  1994                                  $   4      $  4     $  -        $  8
                                       ========  ========  ========= ========
  1993                                  $  19      $  9     $ 24(2)     $  4
                                       ========  ========  ========= ========

Real estate in process of development                           
  and for sale
  1995                                  $  53      $  -     $ 32        $ 21
                                       ========  ========  ========= ========
  1994                                  $  56      $  7     $ 10        $ 53
                                       ========  ========  ========= ========
  1993                                  $  77      $  4     $ 25        $ 56
                                       ========  ========  ========= ========

Land being processed for development                           
  1995                                  $  19      $  -     $  1        $ 18
                                       ========  ========  ========= ========
  1994                                  $  19      $  3     $  3        $ 19
                                       ========  ========  ========= ========
  1993                                  $  28      $  -     $  9        $ 19
                                       ========  ========  ========= ========

Investment in and advances to joint                            
  ventures and limited partnerships
  1995                                  $  49      $  -     $ 11        $ 38
                                       ========  ========  ========= ========
  1994                                  $  57      $  2     $ 10        $ 49
                                       ========  ========  ========= ========
  1993                                  $  66      $  9     $ 18        $ 57
                                       ========  ========  ========= ========
</TABLE>

 (1) Includes allowances transferred in on partnership notes that were
     consolidated.
 (2) Includes reserves transferred from loans to real estate.
                                   
                                  17
<PAGE>

Weyerhaeuser Company and Subsidiaries

Exhibit 22
Subsidiaries of the Registrant



<TABLE>
<CAPTION>
                                                             Percentage
                                               State or     Ownership of
                                              Country of     Immediate
                       Name                  Incorporation     Parent
-------------------------------------------- -------------- ------------
<S>                                           <C>              <C>
Columbia & Cowlitz Railway Company             Washington       100%
DeQueen and Eastern Railroad Company           Arkansas         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
Oregon, California & Eastern Railway Company   Nevada           100
Pacific Veneer, Ltd.                           Washington        90
Shemin Nurseries, Inc.                         Delaware         100
Texas, Oklahoma & Eastern Railroad Company     Oklahoma         100
United Structures, Inc.                        California       100
Westwood Shipping Lines, Inc.                  Washington       100
Weycomp Claims Management Service, Inc.        Texas            100
Weyerhaeuser Construction Company              Washington       100
Weyerhaeuser Financial Services, Inc.          Delaware         100
  CMO Finance Corp.                            Nevada           100
    MJ Finance Corporation                     California       100
  Mortgage Securities II Corporation           Nevada           100
  Mortgage Securities III Corporation          Nevada           100
  Mortgage Securities IV Corporation           Nevada           100
  R4 Participant Corporation                   Nevada           100
  ver Bes' Insurance Company                   Vermont          100
    de Bes' Insurance Ltd.                     Bermuda          100
  Weyerhaeuser Mortgage Company                California       100
    Mason-McDuffie Mortgage Corporation        Delaware         100
    Mason-McDuffie Service Corporation         California       100
    Westwood Associates                        California       100
    Westwood Insurance Agency                  California       100
    Westwood Insurance Agency of Arizona, Inc. Arizona          100
    WMC Mortgage Co. International             California       100
    WMC Finance Corp. I                        California       100
</TABLE>
                                  18
<PAGE>

Weyerhaeuser Company and Subsidiaries

Exhibit 22
Subsidiaries of the Registrant - Continued



<TABLE>
<CAPTION>
                                                             Percentage
                                               State or     Ownership of
                                              Country of     Immediate
                       Name                  Incorporation     Parent
-------------------------------------------- -------------- ------------
<S>                                           <C>              <C>
  Weyerhaeuser Financial Investments, Inc.     Nevada           100%
    Abfall Finance Corp.                       California       100
    Brookview, Inc.                            Nevada           100
    The Giddings Mortgage Investment Company   California       100
    Gudig Abfall, Inc.                         California       100
    Kachura Finance Corp.                      California       100
    Laurel Real Estate Development, Inc.       California       100
    McGNT Finance Corp.                        California       100
    Pass-Through Finance Corp.                 California       100
    RFS Development Corporation                California       100
    RFS Finance Corp.                          California       100
    RFS Insurance Agency                       California       100
    RFS Service Corporation                    California       100
    R. J. Plaza II, Inc.                       Nevada           100
    Trimark Development Company                California       100
      Trimark Realty Advisors, Inc.            California       100
    Woodland Hills Properties-W., Inc.         Nevada           100
      Monthill, Inc.                           California       100
      Placer Business Center, Inc.             California       100
      Terman Properties, Inc.                  California       100
    WVC II, Inc.                               Nevada           100
  Weyerhaeuser Venture Company                 Nevada           100
    Las Positas Land Co.                       California       100
    WAMCO, Inc.                                Nevada           100
    Weyerhaeuser Realty Investors, Inc.        Washington       100
Weyerhaeuser Forestlands International, Inc.   Washington       100
Weyerhaeuser International, Inc.               Washington       100
  Weyerhaeuser Canada Ltd.                     Canada           100
    Saskatoon Chemicals Ltd.                   Canada           100
    Weyerhaeuser Saskatchewan Ltd.             Canada           100
  Weyerhaeuser China, Ltd.                     Washington       100
  Weyerhaeuser GMBH                            Germany          100
  Weyerhaeuser (Far East) Limited              Hong Kong        100
  Weyerhaeuser Italia, S.r.l.                  Italy            100
  Weyerhaeuser Japan Ltd.                      Japan & Delaware 100
  Weyerhaeuser Korea, Ltd.                     Korea            100
  Weyerhaeuser Taiwan Ltd.                     Delaware         100
  Weyerhaeuser, S.A.                           Panama           100
</TABLE>
                                     19
<PAGE>

Weyerhaeuser Company and Subsidiaries

Exhibit 22
Subsidiaries of the Registrant - Continued



<TABLE>
<CAPTION>
                                                             Percentage
                                               State or     Ownership of
                                              Country of      Immediate
                       Name                  Incorporation     Parent
-------------------------------------------  -------------  ------------
<S>                                           <C>              <C>
Weyerhaeuser International Sales Corp.         Guam             100%
Weyerhaeuser (Mexico) Inc.                     Washington       100
Weyerhaeuser Midwest, Inc.                     Washington       100
Weyerhaeuser Overseas Finance Co.              Delaware         100
Weyerhaeuser Real Estate Company               Washington       100
  Centennial Homes, Inc.                       Texas            100
  Midway Properties, Inc.                      North Carolina   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
  South Jersey Assets, Inc.                    New Jersey       100
  Scarborough Constructors, Inc.               Florida          100
  TMI, Inc.                                    Texas            100
  Weyerhaeuser Real Estate Company of Nevada   Nevada           100
  Winchester Homes, Inc.                       Delaware         100
    SC-WHI, Inc.                               Delaware         100
The Wray Company                               Arizona          100
</TABLE>
                                  20

<PAGE>

Weyerhaeuser Company and Subsidiaries

Exhibit 23
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. 33-52789 on Form S-3 and Nos. 33-60527, 33-
60531,  33-60529,  33-60521, 33-60525, 33-60519,  33-25928,  33-24385,
33-24979, 33-31622, 33-34460, 33-47392, 2-88109 and 333-01565 on  Form
S-8.



                                          ARTHUR ANDERSEN LLP


Seattle, Washington,
March 15, 1996

                                   
                                  21
                                   

