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, 1997
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-MOSINEE PAPER CORPORATION SALARIED
SAVINGS AND INVESTMENT PLAN
(Full title of the plan and the address of the plan, if different from
the issuer named below)
WAUSAU-MOSINEE PAPER CORPORATION
1244 KRONENWETTER DRIVE
MOSINEE, WI 54455-9099
(Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office)
<PAGE>
WAUSAU-MOSINEE PAPER CORPORATION
SALARIED SAVINGS AND INVESTMENT PLAN
Mosinee, Wisconsin
FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULES
Year Ended December 31, 1997
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<PAGE>
WAUSAU-MOSINEE PAPER CORPORATION
SALARIED SAVINGS AND INVESTMENT PLAN
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
Year Ended December 31, 1997
TABLE OF CONTENTS
PAGE
Independent Auditor's Report 4
Financial Statements:
Statements of Net Assets Available for Benefits 5 - 7
Statement of Changes in Net Assets Available for Benefits 8 - 12
Notes to Financial Statements 13 - 20
Supplemental Schedules:
Schedule 1 - Item 27a - Schedule of Assets Held for Investment
Purposes 22
Schedule 2 - Item 27d - Schedule of Reportable (5%) Transactions 23 - 24
-3-
<PAGE>
INDEPENDENT AUDITOR'S REPORT
Employee Benefits Committee of the
Wausau-Mosinee Paper Corporation
Mosinee, Wisconsin
We have audited the accompanying statements of net assets available for
benefits of the WAUSAU-MOSINEE PAPER CORPORATION SALARIED SAVINGS AND
INVESTMENT PLAN (the "Plan") as of December 31, 1997 and 1996, and the
related statement of changes in net assets available for benefits for the
year ended December 31, 1997. 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-MOSINEE PAPER CORPORATION SALARIED SAVINGS AND INVESTMENT PLAN as
of December 31, 1997 and 1996, and changes in net assets available for
benefits for the year ended December 31, 1997 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, 1997 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
Employee 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,
1997, 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 19, 1998
Wausau, Wisconsin
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<PAGE>
WAUSAU-MOSINEE PAPER CORPORATION
SALARIED SAVINGS AND INVESTMENT PLAN
<TABLE>
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1997
<CAPTION>
WAUSAU-MOSINEE
TEMPLETON FIDELITY PAPER CORP NATIONWIDE NEUBERGER &
FOREIGN MAGELLAN COMMON STOCK INDEXED BERMAN LIM
FUND I FUND FUND FIXED OPTION MAT BOND TRST
<S> <C> <C> <C> <C> <C>
ASSETS:
Receivables:
Employer contributions $ 957 $ 843 $ 1,034 $ 1,276 $ -
Participant contributions 3,313 9,464 4,031 4,145 387
Investments 1,212,526 3,855,782 1,528,800 3,130,103 142,220
Total assets 1,216,796 3,866,089 1,533,865 3,135,524 142,607
Net assets available
for benefits $1,216,796 $3,866,089 $1,533,865 $3,135,524 $142,607
</TABLE>
<TABLE>
<CAPTION>
FIDELTY PHOENIX NEUBERGER & DREFUS JANUS
DREYFUS A PURITAN BALANCED BERMAN S & P 500 TWENTY
BONDS PLUS FUND FUND GUARDIAN TRST INDEX FUND FUND
<S> <C> <C> <C> <C> <C> <C>
ASSETS:
Receivables:
Employer contributions $ 86 $ 726 $ 38 $ 1,770 $ 1,921 $ 1,216
Participant contributions 207 2,499 136 10,912 5,108 4,194
Investments 105,373 1,005,663 74,776 4,905,454 1,350,921 1,251,599
Total assets 105,666 1,008,888 74,950 4,918,136 1,357,950 1,257,009
Net assets available
for benefits $ 105,666 $1,008,888 $74,950 $4,918,136 $1,357,950 $1,257,009
</TABLE>
<TABLE>
<CAPTION>
JANUS NSAT SMALL WARBURG-PINCUS
WORLDWIDE COMPANY EMERGING PERSONAL PERSONAL
FUND FUND GROWTH FUND PORTFOLIO 1 PORTFOLIO 2
<S> <C> <C> <C> <C> <C>
ASSETS:
Receivables:
Employer contributions $ 1,076 $ - $ 159 $ 10 $ 171
Participant contributions 4,147 356 862 32 910
Investments 1,032,575 72,318 182,719 68,044 96,350
Total assets 1,037,798 72,674 183,740 68,086 97,431
Net assets available
for benefits $1,037,798 $ 72,674 $183,740 $68,086 $97,431
</TABLE>
-5-
<PAGE>
WAUSAU-MOSINEE PAPER CORPORATION
SALARIED SAVINGS AND INVESTMENT PLAN
<TABLE>
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1997
(continued)
<CAPTION>
PERSONAL PERSONAL PERSONAL PERSONAL PARTICIPANT
PORTFOLIO 3 PORTFOLIO 4 PORTFOLIO 5 PORTFOLIO 6 LOANS TOTALS
<S> <C> <C> <C> <C> <C> <C>
ASSETS:
Receivables:
Employer contributions $ - $ 171 $ 404 $ 259 $ - $ 12,117
Participant contributions 14 498 1,272 1,548 54,035
Investments 2,716 126,190 183,184 394,461 471,871 $21,193,645
Total assets 2,730 126,859 184,860 396,268 471,871 $21,259,797
Net assets available
for benefits $2,730 $126,859 $184,860 $396,268 $471,871 $21,259,797
<FN>
See accompanying notes to financial statements
</TABLE>
-6-
<PAGE>
WAUSAU-MOSINEE PAPER CORPORATION
SALARIED SAVINGS AND INVESTMENT PLAN
<TABLE>
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1996
<CAPTION>
TEMPLETON NEUBERGER MARSHALL FIDELITY
FOREIGN & BERMAN & ILSLEY GENERAL MAGELLAN
FUND I GUARDIAN FUND BALANCED FUND ACCOUNT FUND
<S> <C> <C> <C> <C> <C>
ASSETS:
Receivables:
Employer contributions $ 333 $ 1,908 $ 320 $ 873 $ 1,698
Participant contributions 1,319 8,499 1,708 4,302 3,004
Interest receivable
Investments 1,002,446 4,839,711 869,719 4,276,239 4,081,386
Total assets 1,004,098 4,850,118 871,747 4,281,414 4,086,088
Net assets available
for benefits $1,004,098 $4,850,118 $871,747 $4,281,414 $4,086,088
</TABLE>
<TABLE>
<CAPTION>
WAUSAU-MOSINEE
PAPER CORP
COMMON STOCK PARTICIPANT
FUND LOANS TOTALS
<S> <C> <C> <C>
ASSETS:
Receivables:
Employer contributions $ 360 $ - $ 5,492
Participant contributions 2,331 21,163
Interest receivable 920 920
Investments 1,929,443 304,117 17,303,061
Total assets 1,932,134 305,037 17,330,636
Net assets available
for benefits $1,932,134 $ 305,037 $17,330,636
<FN>
See accompanying notes to financial statements
</TABLE>
-7-
<PAGE>
WAUSAU-MOSINEE PAPER CORPORATION
SALARIED SAVINGS AND INVESTMENT PLAN
<TABLE>
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended December 31, 1997
<CAPTION>
TEMPLETON NEUBERGER MARSHALL FIDELITY
FOREIGN & BERMAN & ILSLEY GENERAL MAGELLAN
FUND I GUARDIAN FUND BALANCED FUND ACCOUNT FUND
<S> <C> <C> <C> <C> <C>
ADDITIONS:
Employer contributions $ 68,745 $ 122,867 $ 23,229 $ 56,022 $ 108,760
Participant deferral
contributions 271,435 482,238 81,788 211,532 415,694
Participant rollover
contributions 51,383 97,775 31,610 31,184 88,500
Investment income 156,970 1,347,605 109,881 243,750 970,924
Transfers from
other funds
Total Additions 548,533 2,050,485 246,508 542,488 1,583,878
DEDUCTIONS:
Employee benefits
and withdrawals 215,039 266,357 54,911 131,552 418,624
Investment loss
Administrative
expenses 219 571 183 726 859
Transfers to
other funds 120,577 6,633,675 1,063,161 4,691,624 1,384,394
Total deductions 335,835 6,900,603 1,118,255 4,823,902 1,803,877
Net additions
(deductions) 212,698 (4,850,118) (871,747) (4,281,414) (219,999)
Net assets available for
benefits at beginning 1,004,098 4,850,118 871,747 4,281,414 4,086,088
Net assets available for
benefits at end $1,216,796 $ - $ - $ - $3,866,089
</TABLE>
-8-
<PAGE>
WAUSAU-MOSINEE PAPER CORPORATION
SALARIED SAVINGS AND INVESTMENT PLAN
<TABLE>
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended December 31, 1997
(continued)
<CAPTION>
WAUSAU-MOSINEE
PAPER CORP NATIONWIDE NEUBERGER & FIDELITY
COMMON STOCK INDEXED BERMAN LIM DREYFUS A PURITAN
FUND FIXED OPTION MAT BOND TRST BONDS PLUS FUND
<S> <C> <C> <C> <C> <C>
ADDITIONS:
Employer contributions $ 51,417 $ 19,509 $ 536 $ 723 $ 5,241
Participant deferral
contributions 203,398 58,094 2,864 2,197 20,937
Participant rollover
contributions 45,021 428 2,561
Investment income 261,320 38,169 1,590 3,818 16,709
Transfers from
other funds 3,185,386 137,617 98,500 998,970
Total additions 561,156 3,301,158 142,607 105,666 1,044,418
DEDUCTIONS:
Employee benefits
and withdrawals 55,552 165,621 35,530
Investment loss
Administrative
expenses 330 13
Transfers to
other funds 903,543
Total deductions 959,425 165,634 0 0 35,530
Net additions
(deductions) (398,269) 3,135,524 142,607 105,666 1,008,888
Net assets available for
benefits at beginning 1,932,134 0 0 0 0
Net assets available for
benefits at end $1,533,865 $3,135,524 $142,607 $105,666 $1,008,888
</TABLE>
-9-
<PAGE>
WAUSAU-MOSINEE PAPER CORPORATION
SALARIED SAVINGS AND INVESTMENT PLAN
<TABLE>
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended December 31, 1997
(continued)
<CAPTION>
PHOENIX NEUBERGER & DREYFUS
BALANCED BERMAN S & P 500
FUND GUARDIAN TRST INDEX FUND
<S> <C> <C> <C>
ADDITIONS:
Employer contributions $ 270 $ 20,112 $ 8,850
Participant deferral
contributions 1,366 85,228 39,062
Participant rollover
contributions 7,404 10,175
Investment income 8,155
Transfers from
other funds 73,939 5,453,964 1,291,729
Total additions 75,575 5,566,708 1,357,971
DEDUCTIONS:
Employee benefits
and withdrawals 128,429
Investment loss 625 520,059
Administrative
expenses 84 21
Transfers to
other funds
Total deductions 625 648,572 21
Net additions
(deductions) 74,950 4,918,136 1,357,950
Net assets available for
benefits at beginning 0 0 0
Net assets available for
benefits at end $74,950 $4,918,136 $1,357,950
</TABLE>
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<PAGE>
WAUSAU-MOSINEE PAPER CORPORATION
SALARIED SAVINGS AND INVESTMENT PLAN
<TABLE>
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended December 31, 1997
(continued)
<CAPTION>
JANUS JANUS NSAT SMALL WARBURG-PINCUS
TWENTY WORLDWIDE COMPANY EMERGING PERSONAL PERSONAL
FUND FUND FUND GROWTH FUND PORTFOLIO 1 PORTFOLIO 2
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Employer contributions $ 7,922 $ 7,183 $ 666 $ 1,720 $ 58 $ 934
Participant deferral
contributions 32,042 30,241 3,292 7,081 194 5,436
Participant rollover
contributions 8,328 8,660 8
Investment income 465 711
Transfers from
other funds 1,259,165 1,048,705 74,615 184,509 67,369 90,350
Total additions 1,307,457 1,094,789 78,581 193,310 68,086 97,431
DEDUCTIONS:
Employee benefits
and withdrawals
Investment loss 50,433 56,987 5,907 9,570
Administrative
expenses 15 4
Transfers to
other funds
Total deductions 50,448 56,991 5,907 9,570 0 0
Net additions
(deductions) 1,257,009 1,037,798 72,674 183,740 68,086 97,431
Net assets available for
benefits at beginning 0 0 0 0 0 0
Net assets available for
benefits at end $1,257,009 $1,037,798 $ 72,674 $183,740 $68,086 $ 97,431
</TABLE>
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<PAGE>
WAUSAU-MOSINEE PAPER CORPORATION
SALARIED SAVINGS AND INVESTMENT PLAN
<TABLE>
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended December 31, 1997
(continued)
<CAPTION>
PERSONAL PERSONAL PERSONAL PERSONAL PARTICIPANT
PORTFOLIO 3 PORTFOLIO 4 PORTFOLIO 5 PORTFOLIO 6 LOANS TOTALS
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Employer contributions $ 194 $ 1,007 $ 1,797 $ 2,231 $ - $ 509,993
Participant deferral
contributions 1,090 3,009 7,803 12,780 1,978,801
Participant rollover
contributions 33 383,070
Investment income 24 35,214 3,195,305
Transfers from
other funds 1,422 124,594 179,091 394,560 132,489 14,796,974
Total additions 2,730 128,610 188,724 409,571 167,703 20,864,143
DEDUCTIONS:
Employee benefits
and withdrawals 869 1,472,484
Investment loss 1,751 3,864 13,303 662,499
Administrative
expenses 3,025
Transfers to
other funds 14,796,974
Total deductions 0 1,751 3,864 13,303 869 16,934,982
Net additions
(deductions) 2,730 126,859 184,860 396,268 166,834 3,929,161
Net assets available for
benefits at beginning 0 0 0 0 305,037 17,330,636
Net assets available for
benefits at end $2,730 $126,859 $184,860 $396,268 $471,871 $21,259,797
<FN>
See accompanying notes to financial statements
</TABLE>
-12-
<PAGE>
WAUSAU-MOSINEE PAPER CORPORATION
SALARIED SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - DESCRIPTION OF PLAN AND FUNDING POLICY
The following description of the Wausau-Mosinee Paper Corporation 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 Wausau-Mosinee Paper
Corporation (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, 1997, Wausau-Mosinee Paper Corporation matched
participant contributions up to 6 percent of a participant's annual base
salary at the rate of $0.30 for every $1 contributed. Effective January 1,
1998, the Company increased its matching contribution up to 6 percent of a
participant's annual base salary to $0.35 for every $1 contributed.
Through December 31, 1997, the Company made an additional contribution for
every $1 contributed by the participant up to 6 percent if a certain return on
equity was attained, based on the Company's consolidated financial statements.
This additional contribution accrued at the rate of $0.05 per $1 contributed
by each participant if the return on equity was at least 16 percent up to a $1
per $1 additional contribution if the return on equity exceeded 30 percent.
The Company achieved a return on equity of 17.2 percent during 1997 which
equated to an additional contribution of $0.10 for each dollar contributed by
participants up to 6 percent. Effective January 1, 1998, the Plan was amended
to allow the Board of Directors to determine, at its discretion the additional
contribution to be made for each $1 contributed by a participant who is
employed on the last day of the plan year.
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 (IRC). The Company does not match
these contributions.
<PAGE>
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
-13-
NOTE 1 - DESCRIPTION OF PLAN AND FUNDING POLICY (CONTINUED)
VESTING (CONTINUED)
thereon is based on years of continuous service. A participant is fully
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 used to reduce Company contributions during 1997 was
$111.
INVESTMENT OPTIONS
The Plan allows participants to select their investment options from one or
more of the following choices:
COMPANY STOCK
Funds are invested exclusively in the common stock of Wausau-Mosinee Paper
Corporation and are not considered to be a diversified investment option. The
fund seeks long-term capital growth, with current income and growth of income
as secondary objectives.
<bullet> Wausau-Mosinee Paper Corporation Common Stock Fund
INTERNATIONAL/GLOBAL FUNDS
Funds are invested primarily in diversified equity securities and debt
obligations of companies and governments outside the United States. The funds
seek long-term capital appreciation.
<bullet> Templeton Foreign Fund I
<bullet> Janus Worldwide Fund
AGGRESSIVE GROWTH FUNDS
Funds are invested in diversified equity securities of small-to-medium sized
companies in the United States with emerging or renewed growth potential. The
funds seek long-term capital appreciation.
<PAGE>
<bullet> Nationwide Separate Account Trust (NSAT) Small Company Fund
-14-
NOTE 1 - DESCRIPTION OF PLAN AND FUNDING POLICY (CONTINUED)
INVESTMENT OPTIONS (CONTINUED)
<bullet> Warburg Pincus Emerging Growth Fund
GROWTH FUNDS
Funds are invested in diversified equity securities of small, medium, and
large companies considered to have better-than-average prospects for
appreciation. The funds seek long-term capital appreciation.
<bullet> Fidelity Magellan Fund
<bullet> Janus Twenty Fund
GROWTH AND INCOME FUNDS
Funds are invested in a portfolio of common stocks, securities convertible to
common stocks, and income-producing equity securities. The funds seek long-
term total return and potential for capital appreciation with current income
provided by dividends as a secondary objective.
<bullet> Dreyfus S & P 500 Index Fund
<bullet> Neuberger & Berman Guardian Fund
<bullet> Neuberger & Berman Guardian Trust
BALANCED/ASSET ALLOCATION FUNDS
Funds are invested in common stocks for growth potential, high-quality
government and corporate bonds to generate income, and short-term money market
instruments to help balance volatility. The funds seek to maximize investment
returns consistent with reasonable safety of principal by investing in a mix
of asset classes noted above.
<bullet> Fidelity Puritan Fund
<bullet> Marshall & Ilsley Balanced Fund
<bullet> Phoenix Balanced Fund
INCOME FUNDS
Funds are invested in a diversified group of high quality debt securities with
varying maturities. The funds seek the maximum amount of current income to
the extent consistent with the preservation of capital and the maintenance of
liquidity.
<bullet> Dreyfus A Bonds Plus
<bullet> Neuberger & Berman Limited Maturity Bond Trust
-15-
<PAGE>
NOTE 1 - DESCRIPTION OF PLAN AND FUNDING POLICY (CONTINUED)
INVESTMENT OPTIONS (CONTINUED)
GUARANTEED RETURN CONTRACT
Funds are invested primarily in investment grade bonds and mortgage backed
securities. The fund guarantees a stated rate of return on a quarterly basis
that is indexed to the Treasury Note yield.
<bullet> General Account
<bullet> Nationwide Indexed Fixed Option
LIFESTYLE FUNDS
Funds are managed by a group of subadvisers who manage a portion of each
fund's portfolio. Each of the six lifestyle funds vary from conservative -
short-term (Personal Portfolio 1) to aggressive - long-term (Personal
Portfolio 6) investment styles.
<bullet> Personal Portfolios 1 - 6
Participants may change their investment elections for current account
balance, future employee deferrals, and Company contributions as often as they
like.
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, and are secured by
the balance in the participant's account. The loan's 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 are 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, periodic payment, or nontransferable annuity.
-16-
NOTE 1 - DESCRIPTION OF PLAN AND FUNDING POLICY (CONTINUED)
EXPENSES OF THE PLAN
Administrative expenses charged by Pension Associates of Wausau, Inc., and all
other expenses incurred in conjunction with the Plan are paid by the Company.
Investment advisory and management fees are offset against earnings. Loan
fees are charged directly to the participant's account against the investment
option for which the loan was originally charged.
<PAGE>
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.
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
The Plan's various mutual fund and company stock 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. Investments in the Nationwide Indexed Fixed Option
and General Account are stated at contract amount which approximates fair
value. Loans are stated at estimated fair 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.
-17-
PAYMENT OF BENEFITS
Benefit payments to participants are recorded upon distribution.
<PAGE>
NOTE 3 - INVESTMENTS
<TABLE>
The following represents a summary of the market value of investments at
December 31, 1997 and 1996. Investments that individually represent 5 percent
or more of the Plan's net assets available for benefits are separately
identified.
<CAPTION>
ASSET MARKET VALUE
1997 1996
Investments at Fair Value as
DETERMINED BY QUOTED MARKET PRICE
<S> <C> <C>
Wausau-Mosinee Paper Corporation common stock $ 1,528,800 $ 1,929,443
Common/collective trust - Marshall & Ilsley
Balanced Fund 869,719
Pooled separate accounts:
Templeton Foreign Fund I 1,212,526 1,002,446
Fidelity Magellan Fund 3,855,782 4,081,386
Neuberger & Berman Guardian Trust 4,905,454
Dreyfus S & P Index Fund 1,350,921
Janus Twenty Fund 1,251,599
Other 3,486,589
16,062,871 5,083,832
Registered investment company - Neuberger &
Berman Guardian Fund 4,839,711
INVESTMENTS AT ESTIMATED FAIR VALUE
Participant loans 471,871 304,117
INVESTMENTS AT CONTRACT VALUE
Investment contracts between financial
institutions:
Nationwide Indexed Fixed Option 3,130,103
General account 4,276,239
3,130,103 4,276,239
Total investments $ 21,193,645 $17,303,061
</TABLE>
-18-
<PAGE>
NOTE 3 - INVESTMENTS (CONTINUED)
<TABLE>
During 1997 and 1996, the Plan's investments (including investments bought,
sold, and held during the year) appreciated (depreciated) in value as follows:
<CAPTION>
NET CHANGE IN FAIR VALUE
1997 1996
Investments at Fair Value as
DETERMINED BY QUOTED MARKET PRICE
<S> <C> <C>
Wausau-Mosinee Paper Corporation common stock $ 261,320 $ (164,599)
Common/collective trust 109,881 71,389
Pooled separate accounts 496,867 537,133
Registered investment company 1,347,605 742,716
2,215,673 1,186,639
INVESTMENTS AT ESTIMATED FAIR VALUE
Participant loans 35,214 26,277
INVESTMENTS AT CONTRACT VALUE
Investment contracts between financial
institutions 281,919 275,850
Net change in fair value $ 2,532,806 $ 1,488,766
</TABLE>
NOTE 4 - RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
<TABLE>
The following is a reconciliation of net assets available for benefits at
December 31, 1997 and 1996 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 modified cash basis.
<CAPTION>
1997 1996
<S> <C> <C>
Net assets available for benefits $ 21,259,797 $ 17,330,636
Less - Receivables for employer, participant,
and interest 66,152 27,575
Net assets available for benefits - Form 5500 $ 21,193,645 $ 17,303,061
</TABLE>
-19-
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 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.
<PAGE>
NOTE 6 - NOTICE OF AVAILABILITY
The complete annual report of the Wausau-Mosinee Paper Corporation 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 Mosinee, Wisconsin during normal business hours.
-20-
<PAGE>
SUPPLEMENTAL SCHEDULES
-21-
<PAGE>
WAUSAU-MOSINEE PAPER CORPORATION
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, 1997
<CAPTION>
Description of Investment Including
Identity of Issue, Borrower, Maturity Date, Rate of Interest,
Lessor, or Similar Party Collateral, Par or Maturity Value Cost Current Value
<S> <C> <C> <C>
Nationwide Life Insurance Pooled separate account - Templeton
Company Foreign Fund I * $ 1,212,526
Nationwide Life Insurance Pooled separate account - Fidelity
Company Magellan Fund * 3,855,782
Wausau-Mosinee Paper Common stock-Wausau-Mosinee Paper
Corporation Common Stock Fund * 1,528,800
Nationwide Life Insurance Group annuity contract: Nationwide
Company Indexed Fixed Option 6.75% 3,130,103 3,130,103
Nationwide Life Insurance Pooled separate account-Neuberger
Company & Berman Lim Mat Bond Trst * 142,220
Nationwide Life Insurance Pooled separate account-Dreyfus A
Company Bonds Plus * 105,373
Nationwide Life Insurance Pooled separate account-Fidelity
Company Puritan Fund * 1,005,663
Nationwide Life Insurance Pooled separate account-Phoenix
Company Balanced Fund * 74,776
Nationwide Life Insurance Pooled separate account-Neuberger
Company & Berman Guardian Trust * 4,905,454
Nationwide Life Insurance Pooled separate account-Dreyfus
Company S & P 500 Index Fund * 1,350,921
Nationwide Life Insurance Pooled separate account - Janus
Company Twenty Fund * 1,251,599
Nationwide Life Insurance Pooled separate account-Janus
Company Worldwide Fund * 1,032,575
Nationwide Life Insurance Pooled separate account-NSAT
Company Small Company Fund * 72,318
Nationwide Life Insurance Pooled separate account-Warburg-
Company Pincus Emerging Growth Fund * 182,719
Nationwide Life Insurance Pooled separate account-Personal
Company Portfolio 1 * 68,044
Nationwide Life Insurance Pooled separate account-Personal
Company Portfolio 2 * 96,350
Nationwide Life Insurance Pooled separate account-Personal
Company Portfolio 3 * 2,716
Nationwide Life Insurance Pooled separate account-Personal
Company Portfolio 4 * 126,190
Nationwide Life Insurance Pooled separate account-Personal
Company Portfolio 5 * 183,184
Nationwide Life Insurance Pooled separate accoumt-Personal
Company Portfolio 6 * 394,461
Participant Loans Rate during year 7.5%-11.0% 0 471,871
<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 investments. There were no investment assets
reportable as acquired and disposed of during the year.
See Independent Auditor's Report
</TABLE>
-22-
<PAGE>
WAUSAU-MOSINEE PAPER CORPORATION
SALARIED SAVINGS AND INVESTMENT PLAN
PLAN'S EIN #39-0690900 PLAN #003
<TABLE>
SCHEDULE 2 - ITEM 27d - SCHEDULE OF REPORTABLE (5%) TRANSACTIONS
December 31, 1997
<CAPTION>
Expense
In- Current
curred Value Net
with of Asset on Gain
Identity of Party Description Purchase Selling Lease trans- Cost of Transaction or
Involved of Asset Price Price Rental action Asset Date (Loss)
<C> <C> <C> <C> <C> <C> <C> <C> <C>
Nationwide Life Pooled separate 3,185,028 N/A N/A N/A 3,185,028 3,185,028 N/A
Insurance Company account -
Nationwide Indexed
Fixed Option
Nationwide Life Pooled separate 998,971 N/A N/A N/A N/A 998,971 N/A
Insurance Company account -
Fidelity Puritan
Fund
Nationwide Life Pooled separate 5,453,964 N/A N/A N/A N/A 5,453,964 N/A
Insurance Company account -
Neuberger & Berman
Guardian Trust
Nationwide Life Pooled separate 1,291,729 N/A N/A N/A N/A 1,291,729 N/A
Insurance Company account -
Dreyfus S & P 500
Index Fund
Nationwide Life Pooled separate 1,388,806 N/A N/A N/A N/A 1,388,806 N/A
Insurance Company account -
Fidelity Magellan
Fund
Nationwide Life Pooled separate 1,259,165 N/A N/A N/A N/A 1,259,165 N/A
Insurance Company account -
Janus Twenty Fund
Nationwide Life Pooled separate 1,048,706 N/A N/A N/A N/A 1,048,706 N/A
Insurance Company account -
Janus Worldwide
Fund
Neuberger & Berman Registered N/A 6,623,919 N/A N/A N/A 6,623,919 N/A
Management, Inc. investment
company
Neuberger & Berman
Guardian Fund
-23-
Wausau-Mosinee Common stock - N/A 903,340 N/A N/A N/A 903,340 N/A
Paper Corporation Wausau-Mosinee
Paper Corp Common
Stock Fund
Marshall & Ilsley Common/collective N/A 1,062,008 N/A N/A N/A 1,062,008 N/A
Corporation trust - Marshall &
Ilsley Balanced Fund
Employers Life Group annuity contract N/A 4,702,310 N/A N/A N/A 4,702,310 N/A
Insurance Company General Account
of Wausau
<FN>
See Independent Auditor's Report
</TABLE>
-24-
<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-MOSINEE PAPER CORPORATION
SALARIED SAVINGS AND INVESTMENT PLAN
DATE: June 29, 1998 LARRY A. BAKER
Larry A. Baker
Trustee
-25-
<PAGE>
EXHIBIT INDEX
TO
FORM 11-K
OF
WAUSAU-MOSINEE PAPER CORPORATION 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
-26-
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-Mosinee Paper Corporation
relating to the registration of 75,000 shares of its common stock, no par
value, in connection with the Wausau -Mosinee Paper Corporation Salaried
Savings and Investment Plan (the "Plan") of our report dated June 19, 1998
appearing in Plan's annual report on Form 11-K for the year ended December 31,
1997.
WIPFLI ULLRICH BERTELSON LLP
WIPFLI ULLRICH BERTELSON LLP
June 29, 1998
Wausau, Wisconsin
