FORM 11-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from __________ to __________
Commission file number: 0-7574
WAUSAU PAPER MILLS COMPANY SALARIED
SAVINGS AND INVESTMENT PLAN
(Full title of the plan and the address of the plan, if different from
the issuer named below)
WAUSAU PAPER MILLS COMPANY
ONE CLARK'S ISLAND
P.O. BOX 1408
WAUSAU, WI 54402-1408
(Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office)
<PAGE>
WAUSAU PAPER MILLS COMPANY
SALARIED SAVINGS AND INVESTMENT PLAN
Wausau, Wisconsin
FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULES
Year Ended December 31, 1996
<PAGE>
WAUSAU PAPER MILLS COMPANY
SALARIED SAVINGS AND INVESTMENT PLAN
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
Year Ended December 31, 1996
TABLE OF CONTENTS
PAGE
Independent Auditor's Report 4
Financial Statements:
Statement of Net Assets Available for Benefits 5
Statements of Changes in Net Assets Available for Benefits 6
Notes to Financial Statements 7 - 11
Supplemental Schedules:
Schedule 1 - Item 27a - Schedule of Assets Held for
Investment Purposes 13
Schedule 2 - Item 27d - Schedule of Reportable (5%)
Transactions 14
<PAGE>
INDEPENDENT AUDITOR'S REPORT
Employee Benefits Committee of the
Wausau Paper Mills Company
Wausau, Wisconsin
We have audited the accompanying statements of net assets available for
benefits of the WAUSAU PAPER MILLS COMPANY SALARIED SAVINGS AND INVESTMENT
PLAN as of December 31, 1996 and 1995, and the related statement of changes in
net assets available for benefits for the year ended December 31, 1996. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the WAUSAU
PAPER MILLS COMPANY SALARIED SAVINGS AND INVESTMENT PLAN as of December 31,
1996 and 1995, and changes in net assets available for benefits for the year
ended December 31, 1996 in conformity with generally accepted accounting
principles.
Our audits were conducted for the purpose of forming an opinion on the
financial statements taken as a whole. The supplemental schedules of assets
held for investment purposes and reportable transactions as of and for the
year ended December 31, 1996 are presented for the purpose of additional
analysis and are not a required part of the basic financial statements but are
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employment Retirement
Income Security Act of 1974. The supplemental schedules have been subjected
to the auditing procedures applied in the audit of the basic financial
statements for the year ended December 31, 1996, and, in our opinion, are
fairly stated in all material respects in relation to the basic financial
statements taken as a whole.
WIPFLI ULLRICH BERTELSON LLP
Wipfli Ullrich Bertelson LLP
June 17, 1997
Wausau, Wisconsin
<PAGE>
WAUSAU PAPER MILLS COMPANY
SALARIED SAVINGS AND INVESTMENT PLAN
<TABLE>
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1996 AND 1995
DECEMBER 31, 1996
<CAPTION>
WAUSAU
NEUBERGER MARSHALL PAPER MILLS
TEMPLETON & BERMAN & ILSLEY FIDELITY COMPANY PARTICI-
FOREIGN GUARDIAN BALANCED GENERAL MAGELLAN COMMON PANT
FUND FUND FUND ACCOUNT FUND STOCK LOANS TOTALS
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS:
Receivables:
Employer contri-
butions $ 333 $ 1,908 $ 320 $ 873 $ 1,698 $ 360 $ $ 5,492
Employee contri-
butions 1,319 8,499 1,708 4,302 3,004 2,331 21,163
Participant loans
receivable 304,117 304,117
Interest receivable 920 920
Investments 1,002,446 4,839,711 869,719 4,276,239 4,081,386 1,929,443 16,998,944
Total assets 1,004,098 4,850,118 871,747 4,281,414 4,086,088 1,932,134 305,037 17,330,636
Net assets available
for benefits $1,004,098 $4,850,118 $871,747 $4,281,414 $4,086,088 $1,932,134 $305,037 $17,330,636
</TABLE>
<TABLE>
DECEMBER 31, 1995
<CAPTION>
WAUSAU
NEUBERGER MARSHALL PAPER MILLS
TEMPLETON & BERMAN & ILSLEY FIDELITY COMPANY PARTICI-
FOREIGN GUARDIAN BALANCED GENERAL MAGELLAN COMMON PANT
FUND FUND FUND ACCOUNT FUND STOCK LOANS TOTALS
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS:
Receivables:
Employer contri-
butions $ $ 1,339 $ 548 $ 2,592 $ 3,746 $ $ $ 8,225
Employee contri-
butions 8,862 2,787 26,915 4,947 43,511
Participant loans
receivable 201,284 201,284
Interest receivable 32 32
Investments 2,984,226 592,741 5,238,988 5,109,017 13,924,972
Total assets 0 2,994,427 596,076 5,268,495 5,117,710 0 201,316 14,178,024
Net assets available
for benefits $ 0 $2,994,427 $596,076 $5,268,495 $5,117,710 $ 0 $201,316 $14,178,024
<FN>
See accompanying notes to financial statements.
</TABLE>
<PAGE>
WAUSAU PAPER MILLS COMPANY
HOURLY SAVINGS AND INVESTMENT PLAN
<TABLE>
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1996
<CAPTION>
WAUSAU
NEUBERGER MARSHALL PAPER MILLS
TEMPLETON & BERMAN & ILSLEY FIDELITY COMPANY PARTICI-
FOREIGN GUARDIAN BALANCED GENERAL MAGELLAN COMMON PANT
FUND FUND FUND ACCOUNT FUND STOCK LOANS TOTALS
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Employer contributions $ 12,091 $ 88,634 $ 18,169 $ 63,843 $ 108,729 $ 25,729 $ $ 317,195
Participant deferral
contributions 54,927 473,380 103,874 350,559 628,951 121,813 1,733,504
Participant rollover
contributions 64,291 12,609 43,652 87,542 2,696 210,790
Investment income 84,127 742,716 71,389 275,850 453,006 26,277 1,653,365
Transfers from other
funds 853,437 590,547 73,376 1,946,873 92,323 3,556,556
Total additions 1,004,582 1,959,568 279,417 733,904 1,278,228 2,097,111 118,600 7,471,410
DEDUCTIONS:
Employee benefits
and withdrawals 468 103,407 3,627 151,469 321,173 345 14,879 595,368
Investment loss 164,599 164,599
Administrative ex-
penses 16 470 119 703 934 33 2,275
Transfers to other
Funds 1,568,813 1,987,743 3,556,556
Total deductions 484 103,877 3,746 1,720,985 2,309,850 164,977 14,879 4,318,798
Net additions
(deductions) 1,004,098 1,855,691 275,671 (987,081) (1,031,622) 1,932,134 103,721 3,152,612
Net assets available
for benefits at
beginning 0 2,994,427 596,076 5,268,495 5,117,710 0 201,316 14,178,024
Net assets available
for benefits at end $1,004,098 $4,850,118 $871,747 $4,281,414 $4,086,088 $1,932,134 $305,037 $17,330,636
<FN>
See accompanying notes to financial statements.
</TABLE>
<PAGE>
WAUSAU PAPER MILLS COMPANY
SALARIED SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCAL STATEMENTS
__________________________________________________________________________
NOTE 1 - DESCRIPTION OF PLAN AND FUNDING POLICY
The following description of the Wausau Paper Mills Company Salaried Savings
and Investment Plan (the "Plan") provides only general information.
Participants should refer to the Plan agreement for a more complete
description of the Plan's provisions.
GENERAL
The Plan was established on January 1, 1988. It is a defined contribution
plan covering all regular full-time salaried employees of the Company. An
employee becomes eligible to participate in the Plan on the first month
coinciding with or next following the date of hire. The Plan is subject to
the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
CONTRIBUTIONS
Participants are allowed to contribute up to 16 percent of their gross annual
compensation, as defined in the Plan document. Contributions are subject to
certain limitations.
Through December 31, 1996, Wausau Paper Mills Company matched participant
contributions on the first 1 percent to 6 percent of a participant's annual
base salary at the rate of $0.25 for every $1 contributed. Effective January
1, 1997, the Company increased its matching contribution on the first 1
percent to 6 percent of a participant's annual base salary to $0.30 for every
$1 contributed.
Each Plan year, the Company will make an additional contribution for every $1
contributed by the participant up to 6 percent if a certain return on equity
is attained, based on the Company's consolidated financial statements. This
additional contribution accrues at the rate of $0.05 per $1 contributed by
each participant if the return on equity is at least 16 percent up to a $1 per
$1 additional contribution if the return on equity exceeds 30 percent.
The Plan also contains a provision that allows the Company to make
discretionary contributions in an amount determined by the Board of Directors
of the Company.
The Plan allows participants to roll over distributions from another company's
retirement plan as contributions. Participants may deposit any portion of a
distribution that has not been taxed, provided the deposit is made within 60
days of distribution. These deposits are not subject to the contribution
limitations under the Internal Revenue Code. The Company does not match these
contributions.
VESTING
Participants are fully vested in their salary deferral and rollover
contributions plus earning/losses thereon. Vesting in the Company's matching,
additional, and discretionary contributions plus actual earnings/losses
thereon is based on years of continuous service. A participant is fully
<PAGE>
WAUSAU PAPER MILLS COMPANY
SALARIED SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCAL STATEMENTS
__________________________________________________________________________
NOTE 1 - DESCRIPTION OF PLAN AND FUNDING POLICY (CONTINUED)
vested in the Company's contributions after three years of continuous service,
or at the rate of 33 1/3 percent per year of service. A year of service
consists of a calendar year in which an employee works a minimum of 1,000
hours for the Company.
Participant contributions and earnings thereon, roll-over contributions, and
vested Company contributions and earnings thereon may be withdrawn for any
reason after a participant reaches age 59 1/2 or at any age if a participant
demonstrates financial hardship. Financial hardship withdrawals are subject
to government regulation and may be subject to a 10 percent penalty.
FORFEITURES
Plan forfeitures arise as a result of participants who terminate service with
the Company before becoming fully vested in the employer's contribution.
These forfeitures are used to reduce future employer contributions. The
amount of forfeitures at December 31, 1996 and 1995 was $283 and $2,055,
respectively.
INVESTMENT OPTIONS
The Plan allows participants to select their investment options from one or
more of the following choices:
<bullet> TEMPLETON FOREIGN FUND - Funds are invested in diversified stocks
and debt obligations of companies and governments that do business
primarily outside of the United States. The fund's flexible
investment policy allows its managers to invest the funds in lower
quality debt securities and preferred stocks of emerging markets
that are rated or unrated. The funds seek long-term capital
appreciation.
<bullet> FIDELITY MAGELLAN FUND - Funds are invested primarily in common
stocks, and securities convertible into common stock, of United
States, multinational, and foreign companies of all sizes that
offer potential for growth. The fund seeks long-term capital
appreciation.
<bullet> NEUBERGER & BERMAN GUARDIAN FUND - Funds are invested in a
portfolio of common stocks that are principally dividend-paying
issues of well-established companies. The fund seeks capital
appreciation, with current income as a secondary objective.
<bullet> MARSHALL & ILSLEY BALANCED FUND - Funds are invested in a
diversified portfolio of mutual funds, which in turn invest
in fixed-income and equity securities. The fund seeks to
achieve total investment return from income and appreciation.
<bullet> GENERAL ACCOUNT - Funds are invested primarily in high-quality,
intermediate corporate and government bonds. The fund guarantees
a minimum rate of interest on dollars invested in this account.
The guaranteed rates were 6.55 and 6.50 percent for the years
<PAGE>
WAUSAU PAPER MILLS COMPANY
SALARIED SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCAL STATEMENTS
__________________________________________________________________________
NOTE 1 - DESCRIPTION OF PLAN AND FUNDING POLICY (CONTINUED)
INVESTMENT OPTIONS (CONTINUED)
ended December 31, 1996 and 1995. The interest rate declared and
principal in this fund are backed by the assets of Employers Life
Insurance Company.
<bullet> WAUSAU PAPER MILLS COMPANY COMMON STOCK FUND - Funds are invested
exclusively into the stock of the Plan's sponsor, except that
pending the purchase of shares, such contributions may be invested
in short-term, interest-bearing instruments selected by Marshall
& Ilsley Trust Company.
Participants may change their investment options as often as they like by
filing a written election with the Plan's Employee Benefit Committee.
PARTICIPANT LOANS
Participants may borrow from their fund accounts. Loan transactions are
treated as a transfer to (from) the investment fund from (to) the Participant
Loans fund. Loan terms range from one to five years or longer if for the
purchase of a primary residence. Loans may not exceed the lesser of 50
percent of the participant's account balance or $50,000. The loans are
secured by the balance in the participant's account and bear interest at a
rate commensurate with local prevailing rates as determined from time to time
by the Company's employee benefits committee. Interest rates on existing
loans range from 7.5 percent to 11.0 percent. Principal and interest is paid
ratably through payroll deductions. Upon termination of employment,
outstanding balances become due and payable to the Plan. The administrator is
unable to provide a detail of loans receivable by fund type.
PAYMENT OF BENEFITS
On termination of service due to death, disability, or retirement, the vested
portion of a participant's account is payable to the participant or a named
beneficiary based on the participant's elected payment method. The payment
options available are lump-sum, period payment, or nontransferable annuity.
EXPENSES OF THE PLAN
Administrative expenses charged by Employers Life Insurance Company of Wausau,
and all other expenses incurred in conjunction with the Plan are paid by
Wausau Paper Mills Company, the Plan's sponsor. Investment advisory and
management fees are offset against earnings. Loan fees are charged directly
to participants' accounts against the investment option for which the loan was
originally charged.
PLAN TERMINATION
The Company intends to continue the Plan indefinitely, but reserves the right
to terminate the Plan at any time. In the event of termination, the account
of each participant will be fully vested and nonforfeitable. The account will
be held under the Plan and continue to accrue investment earnings until all
vested benefits have been distributed according to the terms of the Plan.
<PAGE>
WAUSAU PAPER MILLS COMPANY
SALARIED SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCAL STATEMENTS
__________________________________________________________________________
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The accompanying financial statements of the Plan are presented on the accrual
basis of accounting in accordance with generally accepted accounting
principles.
USE OF ESTIMATES IN PREPARATION OF FINANCIAL STATEMENTS
The preparation of financial statements in conformity with generally accepted
accounting principles requires the Plan administrator to make estimates and
assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results may differ from those estimates.
INVESTMENT VALUATION
Investments are stated at fair value. The Plan's investments are carried at
current value which represents the quoted market values of the underlying
investments on the last business day of the Plan year including current income
and investment expenses. Loans are stated at market value and are deemed
collectible. Securities transactions are accounted for on the trade-date
basis (the date the order to buy or sell is executed).
Gains or losses on security transactions are recorded as the difference
between proceeds received and the carrying value of the investments. Interest
income is recognized on the accrual method, and dividend income is recorded on
the ex-dividend date.
Investment income/loss on the statement of changes in net assets available for
benefits includes unrealized appreciation or depreciation, realized gains and
losses, interest, and dividends. Specific detail of investment income/loss is
not available from the trustee.
PAYMENT OF BENEFITS
Benefit payments to participants are recorded upon distribution.
NOTE 3 - INVESTMENTS
<TABLE>
A schedule of the market value of investments that individually represent 5
percent or more of the Plan's net assets available for benefits at
December 31, 1996 and 1995, follows:
<CAPTION>
Investments at Fair Value as ASSET MARKET VALUE PERCENT OF NET ASSETS
DETERMINED BY QUOTED MARKET PRICE 1996 1995 1996 1996
<S> <C> <C> <C> <C>
Templeton Foreign Fund $ 1,004,098 $ 5.8%
Neuberger & Berman Guardian Fund 4,850,118 2,994,427 28.0% 21.1%
Marshall & Ilsley Balanced Fund 871,747 596,076 5.0% 4.2%
General Account 4,281,414 5,268,495 24.7% 37.2%
Fidelity Magellan Fund 4,086,088 5,117,710 23.6% 36.1%
Wausau Paper Mills Common Stock Fund 1,932,134 11.1%
</TABLE>
<PAGE>
WAUSAU PAPER MILLS COMPANY
SALARIED SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCAL STATEMENTS
__________________________________________________________________________
NOTE 3 - INVESTMENTS (CONTINUED)
<TABLE>
During 1996, the Plan's investments (including investments bought, sold, and
held during the year) appreciated (depreciated) in value as follows:
<CAPTION>
Investments at Fair Value as CHANGE IN FAIR VALUE
DETERMINED BY QUOTED MARKET PRICE
<S> <C>
Templeton Foreign Fund $ 84,127
Neuberger & Berman Guardian Fund 742,716
Marshall & Ilsley Balanced Fund 71,389
General Account 275,850
Fidelity Magellan Fund 453,006
Wausau Paper Mills Common Stock Fund (164,599)
</TABLE>
NOTE 4 - RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
<TABLE>
<CAPTION>
The following is a reconciliation of net assets available for benefits at
December 31, 1996 and 1995 to Form 5500. Reconciling differences exist since
the financial statements are prepared on the accrual basis of accounting and
the Form 5500 is prepared on a cash basis.
<S> <C> <C>
Net assets available for benefits $ 17,330,636 $ 14,178,024
Add - Miscellaneous adjustments to employer
match for forfeitures 330
Less - Receivables for employer, employee,
and interest (27,575) (51,768)
Net assets available for benefits - Form 5500 $ 17,303,061 $ 14,126,586
</TABLE>
NOTE 5 - TAX EXEMPT STATUS OF THE PLAN
The Internal Revenue Service has determined and informed the Company by a
letter dated August 23, 1995, that the Plan is qualified and the trust
established under the Plan is tax-exempt, under the appropriate sections of
the Internal Revenue Code (IRC). The Plan has been amended since receiving
the determination letter. However, the Plan administrator and Plan's tax
counsel believe that the Plan is currently designed and being operated in
compliance with the applicable requirements of the IRC. Therefore, they
believe that the Plan was qualified and the related trust was tax exempt as of
the financial statement date.
NOTE 6 - NOTICE OF AVAILABILITY
The complete annual report of the Wausau Paper Mills Company Salaried Savings
and Investment Plan is available upon request for a reasonable charge and is
also available for examination at the Plan administrator's office located in
Wausau, Wisconsin during normal business hours.
<PAGE>
SUPPLEMENTAL SCHEDULES
<PAGE>
WAUSAU PAPER MILLS COMPANY
SALARIED SAVINGS AND INVESTMENT PLAN
PLAN'S EIN #39-0690900 PLAN #003
<TABLE>
SCHEDULE 1 - ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1996
<CAPTION>
Identity of Issue, Borrower Description of Investment Including Maturity Date, Current
LESSOR, OR SIMILAR PARTY RATE OF INTEREST, COLLATERAL, PAR OR MATURITY VALUE COST VALUE
<S> <C> <C> <C>
Employers Life Insurance
Company of Wausau Group Annuity Contract: General Acct 6.55% $4,276,239 $4,276,239
Nationwide Life Insurance Company Pooled Separate Acct - Templeton Foreign * 1,002,446
Nationwide Life Insurance Company Pooled Separate Acct - Fidelity Magellan * 4,081,386
Neuberger & Berman Management, Inc. Guardian Fund * 4,839,711
Marshall & Ilsley Moderate Balanced Fund * 869,719
Wausau Paper Mills Company Company Stock Fund - CUSIP #943317 * 1,929,443
Participant Loans Interest rate during year 7.5% to 11.0% 0 304,117
<FN>
*The mutual fund assets consist of pooled funds held by the custodian. The
custodian has stated that they cannot provide information regarding the cost
of the investment. There were no investment assets reportable as acquired and
disposed of during the year.
See Independent Auditor's Report.
</TABLE>
<PAGE>
WAUSAU PAPER MILLS COMPANY
SALARIED SAVINGS AND INVESTMENT PLAN
PLAN'S EIN #39-0690900 PLAN #003
<TABLE>
SCHEDULE 2 - ITEM 27d - SCHEDULE OF REPORTABLE (5%) TRANSACTIONS
Year Ended December 31, 1996
<CAPTION>
Current Value
Expense of Asset on
Identity of Description Purchase Selling Lease Incurred With Cost Transaction Net Gain
PARTY INVOLVED OF ASSET PRICE PRICE RENTAL TRANSACTION OF ASSET DATE OR (LOSS)
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Nationwide Life Pooled Separate Account -
Templeton Foreign $ 853,437 $ N/A $ N/A $ N/A $ 853,437 $ 853,437 $ N/A
Employers Life Group Annuity contract -
General Acct 6.55% N/A 1,559,056 N/A N/A N/A 1,559,056 N/A
Nationwide Life Pooled Separate Account -
Fidelity Magellan N/A 1,987,743 N/A N/A N/A 1,987,743 N/A
Nationwide Life Pooled Separate Account -
Fidelity Magellan 825,456 N/A N/A N/A 825,456 825,456 N/A
Wausau Paper Mills
Company Company Stock Fund 1,946,873 N/A N/A N/A 1,946,873 1,946,873 N/A
<FN>
See Independent Auditor's Report.
</TABLE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustee has duly caused this annual report to be signed on its behalf
by the undersigned hereunto duly authorized.
WAUSAU PAPER MILLS COMPANY
SALARIED SAVINGS AND INVESTMENT PLAN
DATE: June 27, 1997 LARRY A. BAKER
Larry A. Baker
Trustee
<PAGE>
EXHIBIT INDEX
TO
FORM 11-K
OF
WAUSAU PAPER MILLS COMPANY SALARIED
SAVINGS AND INVESTMENT PLAN
FOR THE YEAR ENDED DECEMBER 31, 1997
Pursuant to Section 102(d) of Regulation S-T
(17 C.F.R. <section>232.102(d))
EXHIBIT 23 - Consents of Experts and Counsel
Consent of Independent Accountants
EXHIBIT (23)
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the Registration
Statement on Form S-8 (and Amendment No. 1 thereto) of Wausau Paper Mills
Company relating to the registration of 75,000 shares of its common stock,
no par value, in connection with the Wausau Paper Mills Company Salaried
Savings and Investment Plan (the "Plan") of our report dated June 17, 1997
appearing in Plan's annual report on Form 11-K for the year ended December
31, 1996.
WIPFLI ULLRICH BERTELSON LLP
WIPFLI ULLRICH BERTELSON LLP
June 26, 1997
Wausau, Wisconsin
