WAUSAU MOSINEE PAPER MILLS CORP
10-K/A, 2000-03-31
PAPER MILLS
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                    UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                                Washington, D.C.  20549

                                     FORM 10-K/A
                                 AMENDMENT NO. 1 TO
    (Mark One)
      [X]          ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                             SECURITIES EXCHANGE ACT OF 1934

                       FOR THE FISCAL YEAR ENDED DECEMBER 31, 1998

      [  ]      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 0-7475

                        WAUSAU-MOSINEE PAPER CORPORATION
              (Exact name of registrant as specified in charter)

          1244 KRONENWETTER DRIVE                        WISCONSIN
          MOSINEE, WISCONSIN 54455                (State of incorporation)
         (Address of principal executive office)         39-0690900
                                                  (I.R.S. Employer
                                                  Identification Number)

        Registrant's telephone number, including area code: 715-693-4470

          Securities registered pursuant to Section 12(b) of the Act:

            Title of each class         Name of each exchange on which
                                        registered
        COMMON STOCK, NO PAR VALUE                NEW YORK STOCK EXCHANGE

       Securities registered pursuant to Section 12(g) of the Act:  NONE

      Indicate by check 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 report), 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 the 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 26, 1999, the aggregate market value of the common
 stock shares held by non-affiliates was approximately $774,695,015.
<PAGE>
      The number of common shares outstanding at February 26, 1999 was
 53,165,639.

                      DOCUMENTS INCORPORATED BY REFERENCE
       PROXY STATEMENT FOR USE IN CONNECTION WITH 1999 ANNUAL MEETING OF
        SHAREHOLDERS  (TO THE EXTENT NOTED HEREIN): PART III

                                 EXPLANATORY NOTE

 On December 17, 1997, the Registrant adopted a fiscal year-end reporting
 period of December 31.  This change from the Registrant's August 31
 fiscal year-end was effective on December 31, 1997.  The purpose of this
 Amendment No. 1 on Form 10-K/A to Form 10-K for the fiscal year ended
 December 31, 1998, as filed on March 30, 1998, is to correct Exhibit
 27.1 by filing the Amended Financial Data Schedule attached hereto and
 to file Exhibit 27.2, Financial Data Schedule for the fiscal year ended
 December 31, 1997.  No other amendment is hereby made to the Annual
 Report on Form 10-K for the fiscal year ended December 31, 1998.

                              SIGNATURES

 Pursuant to the requirements of Section 13 of the Securities Exchange Act
 of 1934, the Registrant has caused this Amendment No. 1 on Form 10-K/A to
 its Annual Report on Form 10-K for the fiscal year ended December 31,
 1998 to be signed on its behalf by the undersigned thereunto duly
 authorized.

                                        WAUSAU-MOSINEE PAPER
                                        CORPORATION


 March 30, 2000                         GARY P. PETERSON
                                        Gary P. Peterson
                                        Senior Vice President-Finance,
                                        Secretary and Treasurer

<TABLE> <S> <C>

 <ARTICLE>            5
 <LEGEND>
             AMENDED FINANCIAL DATA SCHEDULE
             ARTICLE 5 OF REGULATION S-X
 </LEGEND>

  <S>                                        <C>
  <PERIOD-TYPE>                                     Year
  <FISCAL-YEAR-END>                          DEC-31-1998
  <PERIOD-END>                               DEC-31-1998
  <CASH>                                           2,495
  <SECURITIES>                                         0
  <RECEIVABLES>                                   66,956
  <ALLOWANCES>                                    10,062
  <INVENTORY>                                    150,217
  <CURRENT-ASSETS>                               242,126
  <PP&E>                                         625,065
  <DEPRECIATION>                                 427,954
  <TOTAL-ASSETS>                                 900,149
  <CURRENT-LIABILITIES>                          160,720
  <BONDS>                                        127,000
  <COMMON>                                        85,550
                                  0
                                            0
  <OTHER-SE>                                     315,711
  <TOTAL-LIABILITY-AND-EQUITY>                   900,149
  <SALES>                                        946,127
  <TOTAL-REVENUES>                               946,127
  <CGS>                                          771,076
  <TOTAL-COSTS>                                  771,076
  <OTHER-EXPENSES>                                     0
  <LOSS-PROVISION>                                 1,227
  <INTEREST-EXPENSE>                               7,683
  <INCOME-PRETAX>                                 65,804
  <INCOME-TAX>                                    25,000
  <INCOME-CONTINUING>                             40,801
  <DISCONTINUED>                                       0
  <EXTRAORDINARY>                                      0
  <CHANGES>                                            0
  <NET-INCOME>                                    40,801
  <EPS-BASIC>                                      .73
  <EPS-DILUTED>                                      .73


</TABLE>

<TABLE> <S> <C>

  <ARTICLE>          5
  <LEGEND>
               FINANCIAL DATA SCHEDULE
               ARTICLE 5 OF REGULATION S-X
  </LEGEND>

  <S>                                        <C>
  <PERIOD-TYPE>                                     Year
  <FISCAL-YEAR-END>                          DEC-31-1997
  <PERIOD-END>                               DEC-31-1997
  <CASH>                                           2,584
  <SECURITIES>                                         0
  <RECEIVABLES>                                   69,674
  <ALLOWANCES>                                     8,739
  <INVENTORY>                                    143,610
  <CURRENT-ASSETS>                               234,929
  <PP&E>                                         604,930
  <DEPRECIATION>                                 385,679
  <TOTAL-ASSETS>                                 872,064
  <CURRENT-LIABILITIES>                          108,276
  <BONDS>                                        140,500
  <COMMON>                                       150,886
                                  0
                                            0
  <OTHER-SE>                                     290,541
  <TOTAL-LIABILITY-AND-EQUITY>                   872,064
  <SALES>                                        933,127
  <TOTAL-REVENUES>                               933,127
  <CGS>                                          733,464
  <TOTAL-COSTS>                                  733,464
  <OTHER-EXPENSES>                                     0
  <LOSS-PROVISION>                                   282
  <INTEREST-EXPENSE>                               8,103
  <INCOME-PRETAX>                                113,589
  <INCOME-TAX>                                    48,191
  <INCOME-CONTINUING>                             65,398
  <DISCONTINUED>                                       0
  <EXTRAORDINARY>                                      0
  <CHANGES>                                            0
  <NET-INCOME>                                    65,398
  <EPS-BASIC>                                     1.13
  <EPS-DILUTED>                                     1.13


</TABLE>


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