Exhibit Index
Appears on
Page 14-15
File No._____________
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________________________________________
FORM S-8
REGISTRATION STATEMENT
UNDER THE SECURITIES
ACT OF 1933
FOR
WESTVACO CORPORATION
SAVINGS AND INVESTMENT PLAN
FOR HOURLY PAID EMPLOYEES
_________________________________________________________
WESTVACO CORPORATION
(a Delaware Corporation)
(I.R.S. Employer Identification No. 13-1466285)
299 Park Avenue
New York, New York 10171
(Name of issuer of the securities being offered
pursuant to the Plans and
the address of its principal executive office)
__________________________________________________________
JOHN W. HETHERINGTON, VICE PRESIDENT AND SECRETARY
WESTVACO CORPORATION
299 Park Avenue
New York, New York 10171
Telephone - 212-688-5000
(Name and address of agent for service for the
employer and for the issuer of the securities)
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CALCULATION OF REGISTRATION FEE FOR
REGISTRATION STATEMENT - WESTVACO CORPORATION
SAVINGS AND INVESTMENT PLAN
FOR HOURLY PAID EMPLOYEES
________________________________________________________
________________________________________________________
Proposed Proposed
Title of Maximum Maximum
Securities Amount Offering Aggregate Amount of
to be to be Price Offering Registration
Registered Registered Per Share Price Fee
____________________________________________________________________________
Interests of $20,000,000(a) $42.25(b) $14,000,000(d) $4,827(e)
Plan
Participants
Westvaco Corp. Approximately
Common Stock 473,372(c)
of the Par shares
Value of $5.00
Per Share
____________________________________________________________________________
(a) This figure represents the estimated maximum aggregate employee
and employer contributions to the Plan for the five-
year period between October 1, 1995 and October 1,
2000.
(b) This was the average of the high and low prices for
Westvaco Common Stock on May 30, 1995 on the New York
Stock Exchange-Composite Transactions.
(c) Such indeterminate number of shares of Westvaco
Corporation Common Stock as may be purchased for
employees participating in the Plan whether purchased
directly from Westvaco Corporation, on the open market
or privately as set forth in the Plan, subject to
adjustment for stock splits or other forms of
recapitalization. This amount is computed by dividing
$20,000,000(a) by $42.25(b).
(d) This figure represents the estimated maximum aggregate
employee contributions to the Plan for the five-year
period between October 1, 1995 and October 1, 2000.
(e) This is one-twentyninth of one-percent of $14,000,000(d).
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File No. _________
WESTVACO CORPORATION
SAVINGS AND INVESTMENT
PLAN FOR HOURLY PAID EMPLOYEES
(1) Interests of Participants in the Westvaco Corporation
Savings and Investment Plan for Hourly Paid Employees.
(2) Indeterminate number of shares of Westvaco Corporation
Common Stock of the par value of $5 per share for the
Plan.
CONTENTS OF REGISTRATION STATEMENT
This Registration Statement consists of:
(1) PART I - Information Required in the Section 10(a) Prospectus
(2) PART II - Information Required in the Registration Statement
(3) EXHIBITS
PART I
INFORMATION REQUIRED IN THE SECTION 10(a)
PROSPECTUS
ITEM 1. PLAN INFORMATION
The Company shall deliver or cause to be delivered to each Plan
Participant material information regarding the Plan and its operations that
will enable Plan Participants to make an informed decision regarding
investment in the Plan. This information shall include to the
extent material to the particular Plan being described, but not be limited
to, (a) General Plan Information, (b) Securities to be Offered, (c)
Employees who May Participate in the Plan, (d) Purchase of Securities
Pursuant to the Plan and Payment for Securities Offered, (e) Resale
Restrictions, (f) Tax Effects of Plan Participation, (g) Investment of
Funds, (h) Withdrawal from the Plan, Assignment of Interest, (i)
Forfeitures and Penalties, and (j) Charges and Deductions and Liens
Therefor.
ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION
The Company shall provide a written statement to Plan Participants
advising them of the availability, without charge, upon written or oral
request, of a copy of the documents incorporated by reference in ITEM 3 of
Part II of this Registration Statement. The statement also shall indicate
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the availability, without charge, upon written or oral request, of all
documents required by Part I of this Registration Statement that then
constitute part of the Section 10(a) prospectus.
The Company shall deliver or cause to be delivered to all employees
participating in the Plan (and other Plan Participants who request such
information orally or in writing) who do not otherwise receive such
material, copies of all reports, proxy statements and other communications
distributed to its shareholders generally, provided that such material is
sent or delivered no later than the time it is sent to shareholders.
The Company shall deliver or cause to be delivered with the documents
containing the information required by Part I of this Registration
Statement, to each Plan Participant to whom such information is sent or
given, a copy of the Company's Annual Report to security holders containing
the information required by Rule 14a-3(b) under the Securities Exchange Act
of 1934 for its latest fiscal year. If the latest fiscal year of the
Company has ended within 120 days prior to the delivery of the document
containing the information specified in Part I of this Registration
Statement, the Annual Report for the preceding fiscal year may be so
delivered, but within such 120 day period the Annual Report for the last
fiscal year will be furnished to each such Plan Participant.
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PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE
The following documents filed with the Securities and Exchange
Commission are incorporated herein by reference:
a) The description of Common Stock of Westvaco Corporation contained
in the Company's Registration Statement on Form 10, including any
amendment or report filed for the purpose of updating such
description, under the Securities Exchange Act of 1934.
b) The latest Annual Report on Form 10-K of Westvaco Corporation for
the fiscal year ended October 31, 1994.
c) The latest Quarterly Report on Form 10-Q of Westvaco Corporation
for the fiscal quarter ended January 31, 1995.
d) All documents filed by the Company pursuant to Sections 13(a),
13(c), 14 or 15(d) of the Securities Exchange Act of 1934
subsequent to the date of this Registration Statement and prior
to the termination of the offering described herein shall be
deemed to be incorporated by reference in this Registration
Statement and to be a part hereof from the date of filing of such
documents.
ITEM 4. DESCRIPTION OF SECURITIES
Not applicable.
ITEM 5. INTERESTS OF NAMED INDEPENDENT ACCOUNTANTS AND COUNSEL
The legality of the shares and interests offered by this Prospectus
and compliance of the Plan with ERISA have been passed upon for the Company
by Thomas R. Long, Senior Vice President and General Counsel of Westvaco
Corporation, 299 Park Avenue, New York, New York 10171, by a letter dated
May 31, 1995. Mr. Long is the direct owner of shares of common stock of
the Company. He is also the beneficial owner of shares of common stock of
the Company held in trust under the Westvaco Corporation Savings and
Investment Plan for Salaried Employees and the recipient of stock options,
stock appreciation rights and limited stock appreciation rights granted by
the Company.
The financial statements incorporated by reference in this
Registration Statement, which are included as portions of Westvaco's Annual
Report on Form 10-K have been audited byPrice Waterhouse LLP, independent
accountants, as stated in their report appearing therein.
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ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS
Article II, Section 14 of the Company's Bylaws provides as follows:
"Each director, officer and employee, past or present, of the
Corporation, and each person who serves or may have served at the
request of the Corporation as a director, officer or employee of
another corporation and their respective heirs, administrators and
executors, shall be indemnified by the Corporation in accordance with,
and to the fullest extent provided by, the provisions of the General
Corporation Law of the State of Delaware as it may from time to time
be amended. Each agent of the Corporation and each person who serves
or may have served at the request of the Corporation as an agent of
another corporation, or as an employee or agent of any partnership,
joint venture, trust or other enterprise may, in the discretion of the
Board of Directors, be indemnified by the Corporation to the same
extent as provided herein with respect to directors, officers and
employees of the Corporation."
In pertinent part, the Delaware Corporation Law provides:
"A corporation shall have power to indemnify any person . . . by
reason of the fact that he is or was a director, officer, employee or
agent of the corporation . . . against expenses (including attorneys'
fees), judgments, fines and amounts [paid in connection with any
lawsuit], if he acted in good faith and in manner he reasonably
believed to be in or not opposed to the best interests of the
corporation, and, with regard to any criminal action or proceeding,
had no reasonable cause to believe this conduct was unlawful . . ."
Accordingly, the effect of the Company's Bylaws and the applicable Delaware
Corporation Law is that directors and officers are protected for actions
taken in their respective Company capacities provided their conduct is
taken in good faith and with a reasonable belief that it is not opposed to
the Company's best interests, and with respect to criminal actions not
believed to be unlawful.
The Company has purchased one or more insurance policies insuring officers
and directors of the registrant against certain liabilities, including
liabilities under the Securities Act of 1933, and insuring the registrant
against any payment which it is obligated to make to such persons under the
indemnification provisions of its Bylaws. The registrant has also entered
into agreement with each of its officers and directors providing them with
a right of indemnification.
ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED
Not applicable.
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ITEM 8. EXHIBITS
EXHIBIT 4 Instruments defining the rights of security holders,
including indentures.
(a) Restated Certificate of Incorporation for Westvaco
Corporation dated December, 1989, previously
filed as Exhibit 3b to the Company's Annual
Report on Form 10-K for the fiscal year ended
October 31, 1992, File No. 1-3013,
incorporated herein by reference.
(b) Rights Agreement dated as of November 24, 1987
between Westvaco Corporation and Chemical
Bank (formerly Manufacturers Hanover Trust
Company) previously filed as Exhibit 1 to the
Company's Form 8-A dated December 7, 1987,
File No. 1-3013, incorporated herein by
reference.
(c) Amendment No. 1 to Rights Agreement, dated as
of October 25, 1988, previously filed as
Exhibit 28(a) to the Company's Form 8-K dated
November 10, 1988, File No. 1-3013,
incorporated herein by reference.
(d) Amendment No. 2 to Rights Agreement, dated as
of October 24, 1989, previously filed as
Exhibit 4 to the Company's Form 8-K dated
October 24, 1989, File No. 1-3013,
incorporated herein by reference.
EXHIBIT 5 Opinion re legality.
Opinion of Legal Counsel, Thomas R. Long, Esq., dated
May 31, 1995.
EXHIBIT 15 Letter re unaudited interim financial information.
None.
EXHIBIT 23 Consents of independent accountants and counsel.
(a) Consent of Legal Counsel, Thomas R. Long, Esq., to
refer to legal opinion, included in Exhibit 5.
(b) Consent of independent accountants, Price Waterhouse
LLP, dated May 31, 1995.
EXHIBIT 24 Powers of Attorney.
Powers of Attorney dated May 23, 1995, signed by
members of the Board of Directors of Westvaco
(John C. Bierwirth, Samuel W. Bodman III, Walter H. Brown,
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EXHIBIT 24 W. L. Lyons Brown, Jr., Thomas W. Cole, Jr.,
(Cont'd) George E. Cruser, David L. Hopkins, Jr., David L. Luke III,
John A. Luke, Jr., John A. Luke, Sr., William R. Miller,
Katherine G. Peden and Richard A. Zimmerman) authorizing
David L. Luke III, JohN A. Luke, Jr., George E. Cruser and
John W. Hetherington to sign on their behalf in executing
registration documents pertaining to this Plan.
EXHIBIT 28 Information from reports furnished to state insurance
regulatory authorities.
None.
EXHIBIT 99 Additional exhibits.
Summary Plan Description for the Westvaco
Corporation Savings and Investment Plan for Hourly
Paid Employees.
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ITEM 9. UNDERTAKINGS
(a) The Company hereby undertakes:
(1) To file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement,
to include any material information with respect to the plan of
distribution not previously disclosed in the Registration
Statement or any material change to such information in the
Registration Statement.
(2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall
be deemed to be a new registration statement relating to the
securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering
thereof.
(3) To remove from registration by means of a post-effective
amendment any of the securities being registered which remain
unsold at the termination of the offering.
(b) The Company hereby undertakes that, for purposes of determining any
liability under the Securities Act of 1933, each filing of the
Company's Annual Report pursuant to section 13(a) or section 15(d) of
the Securities Exchange Act of 1934 (and, where applicable, each
filing of any employee benefit plan's annual report pursuant to
section 15(d) of the Securities Exchange Act of 1934) that is
incorporated by reference in the registration statement shall be
deemed to be a new registration statement relating to the securities
offered therein, and the offering of such securities at that time
shall be deemed to be the initial bona fide offering thereof.
(c) The Company hereby undertakes to deliver or cause to be delivered with
the prospectus, to each person to whom the prospectus is sent or
given, the latest annual report to security holders that is
incorporated by reference in the prospectus and furnished pursuant to
and meeting the requirements of Rule 14a-3 or Rule 14c-3 under the
Securities Exchange Act of 1934; and, where interim financial
information required to be presented by Article 3 of Regulation S-X
are not set forth in the prospectus, to deliver, or cause to be
delivered to each person to whom the prospectus is sent or given, the
latest quarterly report that is specifically incorporated by reference
in the prospectus to provide such interim financial information.
(d) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and
controlling persons of the registrant pursuant to the foregoing
provisions, or otherwise, the registrant has been advised that in the
opinion of the Securities and Exchange Commission such indemnification
is against public policy as expressed in the Act and is, therefore,
unenforceable. In the event that a claim for indemnification against
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such liabilities (other than the payment by the registrant of expenses
incurred or paid by a director, officer or controlling person of the
registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling
person in connection with the securities being registered, the
registrant will, unless in the opinion of its counsel the matter has
been settled by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such indemnification by
it is against public policy as expressed in the Act and will be
governed by the final adjudication of such issue.
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SIGNATURES
The Registrant. Pursuant to the requirements of the Securities Act of
1933, Westvaco Corporation certifies that it has reasonable grounds to
believe that it meets all of the requirements for filing on Form S-8 and
has duly caused this Registration Statement to be signed on its behalf by
the undersigned, thereunto duly authorized, in the City of New York, State
of New York, on the 1st day of June, 1995.
WESTVACO CORPORATION
By/s/ John A. Luke, Jr.
John A. Luke, Jr.
President and Chief
Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in
their capacities and on the dates indicated.
Principal Executive Officer:
/s/ John A. Luke, Jr. President and Chief June 1, 1995
John A. Luke, Jr. Executive Officer
Principal Financial Officer:
/s/ George E. Cruser Senior Vice President June 1, 1995
George E. Cruser
Principal Accounting Officer:
/s/ John E. Banu Comptroller June 1, 1995
John E. Banu
John C. Bierwirth David L. Luke III )
Samuel W. Bodman III John A. Luke, Sr. ) Constituting
Walter H. Brown John A. Luke, Jr. ) At Least A
W.L. Lyons Brown, Jr. William R. Miller ) Majority Of
Thomas W. Cole, Jr. Katherine G. Peden ) The Directors
George E. Cruser Richard A. Zimmerman )
David L. Hopkins, Jr.
By/s/ John W. Hetherington
John W. Hetherington
Attorney-in-Fact June 1, 1995
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The Plan. Pursuant to the requirements of the Securities Act of 1933, the
Westvaco Corporation Savings and Investment Plan for Hourly Paid Employees
has duly caused this Form S-8 to be signed on its behalf by the
undersigned, thereunto duly authorized in the City of New York, State of
New York, on this 1st day of June, 1995.
WESTVACO CORPORATION
SAVINGS AND INVESTMENT PLAN
FOR HOURLY PAID EMPLOYEES
By/s/ Robert J. Furnas
Robert J. Furnas
Chairman of Westvaco
Corporation Benefit Plans
Administration Committee
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File No._____________
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________________________________________
FORM S-8
REGISTRATION STATEMENT
UNDER THE SECURITIES
ACT OF 1933
FOR
WESTVACO CORPORATION
SAVINGS AND INVESTMENT
PLAN FOR HOURLY PAID EMPLOYEES
_________________________________________________________
WESTVACO CORPORATION
(a Delaware Corporation)
(I.R.S. Employer Identification No. 13-1466285)
299 Park Avenue
New York, New York 10171
(Name of issuer of the securities being offered
pursuant to the Plans and
the address of its principal executive office)
__________________________________________________________
JOHN W. HETHERINGTON, VICE PRESIDENT AND SECRETARY
WESTVACO CORPORATION
299 Park Avenue
New York, New York 10171
Telephone - 212-688-5000
(Name and address of agent for service for the
employer and for the issuer of the securities)
EXHIBITS
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EXHIBIT INDEX
Exhibit No. Description Page No.
4(a) Restated Certificate of Incorporation
for Westvaco Corporation dated
December, 1989, previously filed as
Exhibit 3b to the Company's Annual
Report on Form 10-K for the Fiscal
Year ended October 31, 1992, File
No. 1-3013, incorporated herein by
reference.
4(b) Rights Agreement dated as of November 24, 1987
between Westvaco Corporation and Chemical Bank
(formerly Manufacturers Hanover Trust Company)
previously filed as Exhibit 1 to the Company's
Form 8-A dated December 7, 1987, File
No. 1-3013, incorporated herein by reference.
4(c) Amendment No. 1 to Rights Agreement, dated as
of October 25, 1988, previously filed as
Exhibit 28(a) to the Company's Form 8-K dated
November 10, 1988, File No. 1-3013,
incorporated herein by reference.
4(d) Amendment No. 2 to Rights Agreement, dated as
of October 24, 1989, previously filed as
Exhibit 4 to the Company's Form 8-K dated
October 24, 1989, File No. 1-3013,
incorporated herein by reference.
5 Opinion re legality by Thomas R. Long, Esq. 16
dated May 31, 1995.
23(a) Consent of Legal Counsel, Thomas R. Long, Esq. 16
to refer to legal opinion, included in
Exhibit 5.
23(b) Consent of independent accountants, Price 17
Waterhouse LLP, dated May 31, 1995.
24(a) Powers of Attorney dated May 23, 1995, signed 18-30
by members of the Board of Directors of Westvaco
(John C. Bierwirth, Samuel W. Bodman III,
Walter H. Brown, W.L. Lyons Brown, Jr.,
Thomas W. Cole, Jr., George E. Cruser,
David L. Hopkins, Jr., David L. Luke III,
John A. Luke, Jr., John A. Luke, Sr.,
William R. Miller, Katherine G. Peden and
Richard A. Zimmerman) authorizing
David L. Luke, III, John A. Luke, Jr.,
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Exhibit No. Description Page No.
24 George E. Cruser and John W. Hetherington
(cont'd) to sign on their behalf in executing
registration documents pertaining to
this Plan.
99 Summary Plan Description for the Westvaco 31-72
Corporation Savings and Investment Plan for
Hourly Paid Employees.
15
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EXHIBIT 5
May 31, 1995
Securities and Exchange Commission
450 Fifth Street
Washington, DC 20549
Dear Sir/Madam,
As General Counsel of Westvaco Corporation ("Westvaco"), I am
familiar with the Westvaco Corporation Savings and Investment
Plan for Hourly Paid Employees ("Plan") and with the legal
matters involving its adoption and implementation.
It is my opinion that the Plan has been validly authorized and
adopted by Westvaco and that any shares of Westvaco Common
Stock of the par value of $5 per share ("Westvaco Common
Stock") issued or sold to the Trustee pursuant to the
provisions of the Plan are legal shares, and have been validly
issued, fully paid and non-assessable.
It is also my opinion that the interests of the members of the
Plan in the assets of the Plan are lawful, valid and
enforceable in accordance with the terms of the Plan.
It is my opinion that the Plan is subject to the requirements
of the Employee Retirement Income Security Act of 1974
("ERISA") and that the provisions of the written documents
constituting the Plan comply with the requirements of ERISA
pertaining to such provisions.
I consent to the filing of this opinion letter as an exhibit
to any registration statements under the Securities Act of
1933, or post-effective amendments thereto, registering
Westvaco Common Stock and other interests of Plan members. I
further consent to any reference to this opinion in any
prospectus which is part of any such registration statement or
post-effective amendment.
In addition to being General Counsel, I am a Senior Vice
President of Westvaco. I also own Westvaco Common Stock and
am the beneficial owner of Westvaco Common Stock purchased
under the Westvaco Savings and Investment Plan for Salaried
Employees and the recipient of stock options, stock
appreciation rights and limited stock appreciation rights
granted by the Company.
Very truly yours,
/s/ Thomas R. Long
Thomas R. Long
Senior Vice President
and General Counsel
TRL:EPM
16
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EXHIBIT 23(b)
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in this Registration
Statement on Form S-8 of our report dated November 17, 1994 which appears
on page 33 of the 1994 Annual Report to Shareholders of Westvaco
Corporation, which is incorporated by reference in Westvaco Corporation's
Annual Report on Form 10-K for the year ended October 31, 1994. We also
consent to incorporation by reference of our report on the Financial
Statement Schedules, which appears on Page IV-3 of such Annual Report
on Form 10-K.
Price Waterhouse LLP
1177 Avenue of the Americas
New York, New York
May 31, 1995
17
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EXHIBIT 24
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, an
officer or director or both an officer and a director of
WESTVACO CORPORATION, a Delaware corporation (the "Company"),
does hereby constitute and appoint DAVID L. LUKE III, JOHN A.
LUKE, JR., JOHN W. HETHERINGTON and GEORGE E. CRUSER, and each
of them, with full power of substitution, his true and lawful
attorneys and agents to do any and all acts and things and to
execute any and all instruments which such attorneys and
agents may deem necessary or advisable (1) to enable the
Company to comply with the Securities Act of 1933, as amended,
and any rules, regulations and re-quirements of the Securities
and Exchange Commission in respect thereof, in connection with
the registration under said Act of the Westvaco Corporation
Savings and Investment Plan for Hourly Paid Employees, and the
securities issued thereunder, including specifically, but
without limiting the generality of the foregoing, the power
and authority to sign, for and on behalf of the undersigned,
the name of the undersigned as officer or director or both of
the Company to a Registration Statement, and any amendment
thereto, filed with the Securities and Exchange Commission in
respect of such securities and to any instrument or document
filed as a part of, as an exhibit to, or in connection with
such Registration Statement, or any such amendment; and (2) to
register or qualify such securities for offering, issue or
sale under the securities or blue sky laws of such states as
may be required, including specifically, but without limiting
the generality of the foregoing, the power and authority to
sign, for and on behalf of the undersigned, the name of the
undersigned as officer or director or both of the Company to
any application, statement, petition, prospectus, notice or
other instrument or document, or to any amendment thereto, or
to any exhibit filed as a part thereof or in connection
therewith, which is required to be signed by the undersigned
and to be filed with the public authority or authorities
administering such securities or blue sky laws, for the
purpose of so registering or qualifying such securities for
offering, issue or sale; and the undersigned does hereby
ratify and confirm as his own act and deed all that such
attorneys and agents, and each of them, shall do or cause to
be done by virtue thereof.
IN WITNESS WHEREOF, the undersigned has subscribed this
Power of Attorney this 23rd day of May, 1995.
/s/ John C. Bierwirth
John C. Bierwirth
In the presence of:
/s/ Thomas R. Long
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POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, an
officer or director or both an officer and a director of
WESTVACO CORPORATION, a Delaware corporation (the "Company"),
does hereby constitute and appoint DAVID L. LUKE III, JOHN A.
LUKE, JR., JOHN W. HETHERINGTON and GEORGE E. CRUSER, and each
of them, with full power of substitution, his true and lawful
attorneys and agents to do any and all acts and things and to
execute any and all instruments which such attorneys and
agents may deem necessary or advisable (1) to enable the
Company to comply with the Securities Act of 1933, as amended,
and any rules, regulations and re-quirements of the Securities
and Exchange Commission in respect thereof, in connection with
the registration under said Act of the Westvaco Corporation
Savings and Investment Plan for Hourly Paid Employees, and the
securities issued thereunder, including specifically, but
without limiting the generality of the foregoing, the power
and authority to sign, for and on behalf of the undersigned,
the name of the undersigned as officer or director or both of
the Company to a Registration Statement, and any amendment
thereto, filed with the Securities and Exchange Commission in
respect of such securities and to any instrument or document
filed as a part of, as an exhibit to, or in connection with
such Registration Statement, or any such amendment; and (2) to
register or qualify such securities for offering, issue or
sale under the securities or blue sky laws of such states as
may be required, including specifically, but without limiting
the generality of the foregoing, the power and authority to
sign, for and on behalf of the undersigned, the name of the
undersigned as officer or director or both of the Company to
any application, statement, petition, prospectus, notice or
other instrument or document, or to any amendment thereto, or
to any exhibit filed as a part thereof or in connection
therewith, which is required to be signed by the undersigned
and to be filed with the public authority or authorities
administering such securities or blue sky laws, for the
purpose of so registering or qualifying such securities for
offering, issue or sale; and the undersigned does hereby
ratify and confirm as his own act and deed all that such
attorneys and agents, and each of them, shall do or cause to
be done by virtue thereof.
IN WITNESS WHEREOF, the undersigned has subscribed this
Power of Attorney this 23rd day of May, 1995.
/s/ Samuel W. Bodman III
Samuel W. Bodman III
In the presence of:
/s/ Thomas R. Long
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POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, an
officer or director or both an officer and a director of
WESTVACO CORPORATION, a Delaware corporation (the "Company"),
does hereby constitute and appoint DAVID L. LUKE III, JOHN A.
LUKE, JR., JOHN W. HETHERINGTON and GEORGE E. CRUSER, and each
of them, with full power of substitution, his true and lawful
attorneys and agents to do any and all acts and things and to
execute any and all instruments which such attorneys and
agents may deem necessary or advisable (1) to enable the
Company to comply with the Securities Act of 1933, as amended,
and any rules, regulations and re-quirements of the Securities
and Exchange Commission in respect thereof, in connection with
the registration under said Act of the Westvaco Corporation
Savings and Investment Plan for Hourly Paid Employees, and the
securities issued thereunder, including specifically, but
without limiting the generality of the foregoing, the power
and authority to sign, for and on behalf of the undersigned,
the name of the undersigned as officer or director or both of
the Company to a Registration Statement, and any amendment
thereto, filed with the Securities and Exchange Commission in
respect of such securities and to any instrument or document
filed as a part of, as an exhibit to, or in connection with
such Registration Statement, or any such amendment; and (2) to
register or qualify such securities for offering, issue or
sale under the securities or blue sky laws of such states as
may be required, including specifically, but without limiting
the generality of the foregoing, the power and authority to
sign, for and on behalf of the undersigned, the name of the
undersigned as officer or director or both of the Company to
any application, statement, petition, prospectus, notice or
other instrument or document, or to any amendment thereto, or
to any exhibit filed as a part thereof or in connection
therewith, which is required to be signed by the undersigned
and to be filed with the public authority or authorities
administering such securities or blue sky laws, for the
purpose of so registering or qualifying such securities for
offering, issue or sale; and the undersigned does hereby
ratify and confirm as his own act and deed all that such
attorneys and agents, and each of them, shall do or cause to
be done by virtue thereof.
IN WITNESS WHEREOF, the undersigned has subscribed this
Power of Attorney this 23rd day of May, 1995.
/s/ Walter H. Brown
Walter H. Brown
In the presence of:
/s/ Thomas R. Long
20
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, an
officer or director or both an officer and a director of
WESTVACO CORPORATION, a Delaware corporation (the "Company"),
does hereby constitute and appoint DAVID L. LUKE III, JOHN A.
LUKE, JR., JOHN W. HETHERINGTON and GEORGE E. CRUSER, and each
of them, with full power of substitution, his true and lawful
attorneys and agents to do any and all acts and things and to
execute any and all instruments which such attorneys and
agents may deem necessary or advisable (1) to enable the
Company to comply with the Securities Act of 1933, as amended,
and any rules, regulations and re-quirements of the Securities
and Exchange Commission in respect thereof, in connection with
the registration under said Act of the Westvaco Corporation
Savings and Investment Plan for Hourly Paid Employees, and the
securities issued thereunder, including specifically, but
without limiting the generality of the foregoing, the power
and authority to sign, for and on behalf of the undersigned,
the name of the undersigned as officer or director or both of
the Company to a Registration Statement, and any amendment
thereto, filed with the Securities and Exchange Commission in
respect of such securities and to any instrument or document
filed as a part of, as an exhibit to, or in connection with
such Registration Statement, or any such amendment; and (2) to
register or qualify such securities for offering, issue or
sale under the securities or blue sky laws of such states as
may be required, including specifically, but without limiting
the generality of the foregoing, the power and authority to
sign, for and on behalf of the undersigned, the name of the
undersigned as officer or director or both of the Company to
any application, statement, petition, prospectus, notice or
other instrument or document, or to any amendment thereto, or
to any exhibit filed as a part thereof or in connection
therewith, which is required to be signed by the undersigned
and to be filed with the public authority or authorities
administering such securities or blue sky laws, for the
purpose of so registering or qualifying such securities for
offering, issue or sale; and the undersigned does hereby
ratify and confirm as his own act and deed all that such
attorneys and agents, and each of them, shall do or cause to
be done by virtue thereof.
IN WITNESS WHEREOF, the undersigned has subscribed this
Power of Attorney this 23rd day of May, 1995.
/s/ George E. Cruser
George E. Cruser
In the presence of:
/s/ Thomas R. Long
21
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, an
officer or director or both an officer and a director of
WESTVACO CORPORATION, a Delaware corporation (the "Company"),
does hereby constitute and appoint DAVID L. LUKE III, JOHN A.
LUKE, JR., JOHN W. HETHERINGTON and GEORGE E. CRUSER, and each
of them, with full power of substitution, his true and lawful
attorneys and agents to do any and all acts and things and to
execute any and all instruments which such attorneys and
agents may deem necessary or advisable (1) to enable the
Company to comply with the Securities Act of 1933, as amended,
and any rules, regulations and re-quirements of the Securities
and Exchange Commission in respect thereof, in connection with
the registration under said Act of the Westvaco Corporation
Savings and Investment Plan for Hourly Paid Employees, and the
securities issued thereunder, including specifically, but
without limiting the generality of the foregoing, the power
and authority to sign, for and on behalf of the undersigned,
the name of the undersigned as officer or director or both of
the Company to a Registration Statement, and any amendment
thereto, filed with the Securities and Exchange Commission in
respect of such securities and to any instrument or document
filed as a part of, as an exhibit to, or in connection with
such Registration Statement, or any such amendment; and (2) to
register or qualify such securities for offering, issue or
sale under the securities or blue sky laws of such states as
may be required, including specifically, but without limiting
the generality of the foregoing, the power and authority to
sign, for and on behalf of the undersigned, the name of the
undersigned as officer or director or both of the Company to
any application, statement, petition, prospectus, notice or
other instrument or document, or to any amendment thereto, or
to any exhibit filed as a part thereof or in connection
therewith, which is required to be signed by the undersigned
and to be filed with the public authority or authorities
administering such securities or blue sky laws, for the
purpose of so registering or qualifying such securities for
offering, issue or sale; and the undersigned does hereby
ratify and confirm as his own act and deed all that such
attorneys and agents, and each of them, shall do or cause to
be done by virtue thereof.
IN WITNESS WHEREOF, the undersigned has subscribed this
Power of Attorney this 23rd day of May, 1995.
/s/ David L. Luke III
David L. Luke III
In the presence of:
/s/ Thomas R. Long
22
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, an
officer or director or both an officer and a director of
WESTVACO CORPORATION, a Delaware corporation (the "Company"),
does hereby constitute and appoint DAVID L. LUKE III, JOHN A.
LUKE, JR., JOHN W. HETHERINGTON and GEORGE E. CRUSER, and each
of them, with full power of substitution, his true and lawful
attorneys and agents to do any and all acts and things and to
execute any and all instruments which such attorneys and
agents may deem necessary or advisable (1) to enable the
Company to comply with the Securities Act of 1933, as amended,
and any rules, regulations and re-quirements of the Securities
and Exchange Commission in respect thereof, in connection with
the registration under said Act of the Westvaco Corporation
Savings and Investment Plan for Hourly Paid Employees, and the
securities issued thereunder, including specifically, but
without limiting the generality of the foregoing, the power
and authority to sign, for and on behalf of the undersigned,
the name of the undersigned as officer or director or both of
the Company to a Registration Statement, and any amendment
thereto, filed with the Securities and Exchange Commission in
respect of such securities and to any instrument or document
filed as a part of, as an exhibit to, or in connection with
such Registration Statement, or any such amendment; and (2) to
register or qualify such securities for offering, issue or
sale under the securities or blue sky laws of such states as
may be required, including specifically, but without limiting
the generality of the foregoing, the power and authority to
sign, for and on behalf of the undersigned, the name of the
undersigned as officer or director or both of the Company to
any application, statement, petition, prospectus, notice or
other instrument or document, or to any amendment thereto, or
to any exhibit filed as a part thereof or in connection
therewith, which is required to be signed by the undersigned
and to be filed with the public authority or authorities
administering such securities or blue sky laws, for the
purpose of so registering or qualifying such securities for
offering, issue or sale; and the undersigned does hereby
ratify and confirm as his own act and deed all that such
attorneys and agents, and each of them, shall do or cause to
be done by virtue thereof.
IN WITNESS WHEREOF, the undersigned has subscribed this
Power of Attorney this 23rd day of May, 1995.
/s/ John A. Luke, Jr.
John A. Luke, Jr.
In the presence of:
/s/ Thomas R. Long
23
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, an
officer or director or both an officer and a director of
WESTVACO CORPORATION, a Delaware corporation (the "Company"),
does hereby constitute and appoint DAVID L. LUKE III, JOHN A.
LUKE, JR., JOHN W. HETHERINGTON and GEORGE E. CRUSER, and each
of them, with full power of substitution, his true and lawful
attorneys and agents to do any and all acts and things and to
execute any and all instruments which such attorneys and
agents may deem necessary or advisable (1) to enable the
Company to comply with the Securities Act of 1933, as amended,
and any rules, regulations and re-quirements of the Securities
and Exchange Commission in respect thereof, in connection with
the registration under said Act of the Westvaco Corporation
Savings and Investment Plan for Hourly Paid Employees, and the
securities issued thereunder, including specifically, but
without limiting the generality of the foregoing, the power
and authority to sign, for and on behalf of the undersigned,
the name of the undersigned as officer or director or both of
the Company to a Registration Statement, and any amendment
thereto, filed with the Securities and Exchange Commission in
respect of such securities and to any instrument or document
filed as a part of, as an exhibit to, or in connection with
such Registration Statement, or any such amendment; and (2) to
register or qualify such securities for offering, issue or
sale under the securities or blue sky laws of such states as
may be required, including specifically, but without limiting
the generality of the foregoing, the power and authority to
sign, for and on behalf of the undersigned, the name of the
undersigned as officer or director or both of the Company to
any application, statement, petition, prospectus, notice or
other instrument or document, or to any amendment thereto, or
to any exhibit filed as a part thereof or in connection
therewith, which is required to be signed by the undersigned
and to be filed with the public authority or authorities
administering such securities or blue sky laws, for the
purpose of so registering or qualifying such securities for
offering, issue or sale; and the undersigned does hereby
ratify and confirm as his own act and deed all that such
attorneys and agents, and each of them, shall do or cause to
be done by virtue thereof.
IN WITNESS WHEREOF, the undersigned has subscribed this
Power of Attorney this 23rd day of May, 1995.
/s/ John A. Luke, Sr.
John A. Luke, Sr.
In the presence of:
/s/ Thomas R. Long
24
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, an
officer or director or both an officer and a director of
WESTVACO CORPORATION, a Delaware corporation (the "Company"),
does hereby constitute and appoint DAVID L. LUKE III, JOHN A.
LUKE, JR., JOHN W. HETHERINGTON and GEORGE E. CRUSER, and each
of them, with full power of substitution, his true and lawful
attorneys and agents to do any and all acts and things and to
execute any and all instruments which such attorneys and
agents may deem necessary or advisable (1) to enable the
Company to comply with the Securities Act of 1933, as amended,
and any rules, regulations and re-quirements of the Securities
and Exchange Commission in respect thereof, in connection with
the registration under said Act of the Westvaco Corporation
Savings and Investment Plan for Hourly Paid Employees, and the
securities issued thereunder, including specifically, but
without limiting the generality of the foregoing, the power
and authority to sign, for and on behalf of the undersigned,
the name of the undersigned as officer or director or both of
the Company to a Registration Statement, and any amendment
thereto, filed with the Securities and Exchange Commission in
respect of such securities and to any instrument or document
filed as a part of, as an exhibit to, or in connection with
such Registration Statement, or any such amendment; and (2) to
register or qualify such securities for offering, issue or
sale under the securities or blue sky laws of such states as
may be required, including specifically, but without limiting
the generality of the foregoing, the power and authority to
sign, for and on behalf of the undersigned, the name of the
undersigned as officer or director or both of the Company to
any application, statement, petition, prospectus, notice or
other instrument or document, or to any amendment thereto, or
to any exhibit filed as a part thereof or in connection
therewith, which is required to be signed by the undersigned
and to be filed with the public authority or authorities
administering such securities or blue sky laws, for the
purpose of so registering or qualifying such securities for
offering, issue or sale; and the undersigned does hereby
ratify and confirm as his own act and deed all that such
attorneys and agents, and each of them, shall do or cause to
be done by virtue thereof.
IN WITNESS WHEREOF, the undersigned has subscribed this
Power of Attorney this 23rd day of May, 1995.
/s/ William R. Miller
William R. Miller
In the presence of:
/s/ Thomas R. Long
25
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, an
officer or director or both an officer and a director of
WESTVACO CORPORATION, a Delaware corporation (the "Company"),
does hereby constitute and appoint DAVID L. LUKE III, JOHN A.
LUKE, JR., JOHN W. HETHERINGTON and GEORGE E. CRUSER, and each
of them, with full power of substitution, his true and lawful
attorneys and agents to do any and all acts and things and to
execute any and all instruments which such attorneys and
agents may deem necessary or advisable (1) to enable the
Company to comply with the Securities Act of 1933, as amended,
and any rules, regulations and re-quirements of the Securities
and Exchange Commission in respect thereof, in connection with
the registration under said Act of the Westvaco Corporation
Savings and Investment Plan for Salaried Employees, and the
securities issued thereunder, as well as securities issued
under the Company's Dividend Reinvestment Plan and any of the
Company's Stock Option and Stock Appreciation Rights Plans,
including specifically, but without limiting the generality of
the foregoing, the power and authority to sign, for and on
behalf of the undersigned, the name of the undersigned as
officer or director or both of the Company to a Registration
Statement, and any amendment thereto, filed with the
Securities and Exchange Commission in respect of such
securities and to any instrument or document filed as a part
of, as an exhibit to, or in connection with such Registration
Statement, or any such amendment; and (2) to register or
qualify such securities for offering, issue or sale under the
securities or blue sky laws of such states as may be required,
including specifically, but without limiting the generality of
the foregoing, the power and authority to sign, for and on
behalf of the undersigned, the name of the undersigned as
officer or director or both of the Company to any application,
statement, petition, prospectus, notice or other instrument or
document, or to any amendment thereto, or to any exhibit filed
as a part thereof or in connection therewith, which is
required to be signed by the undersigned and to be filed with
the public authority or authorities administering such
securities or blue sky laws, for the purpose of so registering
or qualifying such securities for offering, issue or sale; and
the undersigned does hereby ratify and confirm as his own act
and deed all that such attorneys and agents, and each of them,
shall do or cause to be done by virtue thereof.
IN WITNESS WHEREOF, the undersigned has subscribed this
Power of Attorney this 23rd day of May, 1995.
/s/ Katherine G. Peden
Katherine G. Peden
In the presence of:
/s/ Thomas R. Long
26
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, an
officer or director or both an officer and a director of
WESTVACO CORPORATION, a Delaware corporation (the "Company"),
does hereby constitute and appoint DAVID L. LUKE III, JOHN A.
LUKE, JR., JOHN W. HETHERINGTON and GEORGE E. CRUSER, and each
of them, with full power of substitution, his true and lawful
attorneys and agents to do any and all acts and things and to
execute any and all instruments which such attorneys and
agents may deem necessary or advisable (1) to enable the
Company to comply with the Securities Act of 1933, as amended,
and any rules, regulations and re-quirements of the Securities
and Exchange Commission in respect thereof, in connection with
the registration under said Act of the Westvaco Corporation
Savings and Investment Plan for Hourly Paid Employees, and the
securities issued thereunder, including specifically, but
without limiting the generality of the foregoing, the power
and authority to sign, for and on behalf of the undersigned,
the name of the undersigned as officer or director or both of
the Company to a Registration Statement, and any amendment
thereto, filed with the Securities and Exchange Commission in
respect of such securities and to any instrument or document
filed as a part of, as an exhibit to, or in connection with
such Registration Statement, or any such amendment; and (2) to
register or qualify such securities for offering, issue or
sale under the securities or blue sky laws of such states as
may be required, including specifically, but without limiting
the generality of the foregoing, the power and authority to
sign, for and on behalf of the undersigned, the name of the
undersigned as officer or director or both of the Company to
any application, statement, petition, prospectus, notice or
other instrument or document, or to any amendment thereto, or
to any exhibit filed as a part thereof or in connection
therewith, which is required to be signed by the undersigned
and to be filed with the public authority or authorities
administering such securities or blue sky laws, for the
purpose of so registering or qualifying such securities for
offering, issue or sale; and the undersigned does hereby
ratify and confirm as his own act and deed all that such
attorneys and agents, and each of them, shall do or cause to
be done by virtue thereof.
IN WITNESS WHEREOF, the undersigned has subscribed this
Power of Attorney this 23rd day of May, 1995.
/s/ Richard A. Zimmerman
Richard A. Zimmerman
In the presence of:
/s/ Thomas R. Long
27
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, an
officer or director or both an officer and a director of
WESTVACO CORPORATION, a Delaware corporation (the "Company"),
does hereby constitute and appoint DAVID L. LUKE III, JOHN A.
LUKE, JR., JOHN W. HETHERINGTON and GEORGE E. CRUSER, and each
of them, with full power of substitution, his true and lawful
attorneys and agents to do any and all acts and things and to
execute any and all instruments which such attorneys and
agents may deem necessary or advisable (1) to enable the
Company to comply with the Securities Act of 1933, as amended,
and any rules, regulations and re-quirements of the Securities
and Exchange Commission in respect thereof, in connection with
the registration under said Act of the Westvaco Corporation
Savings and Investment Plan for Hourly Paid Employees, and the
securities issued thereunder, including specifically, but
without limiting the generality of the foregoing, the power
and authority to sign, for and on behalf of the undersigned,
the name of the undersigned as officer or director or both of
the Company to a Registration Statement, and any amendment
thereto, filed with the Securities and Exchange Commission in
respect of such securities and to any instrument or document
filed as a part of, as an exhibit to, or in connection with
such Registration Statement, or any such amendment; and (2) to
register or qualify such securities for offering, issue or
sale under the securities or blue sky laws of such states as
may be required, including specifically, but without limiting
the generality of the foregoing, the power and authority to
sign, for and on behalf of the undersigned, the name of the
undersigned as officer or director or both of the Company to
any application, statement, petition, prospectus, notice or
other instrument or document, or to any amendment thereto, or
to any exhibit filed as a part thereof or in connection
therewith, which is required to be signed by the undersigned
and to be filed with the public authority or authorities
administering such securities or blue sky laws, for the
purpose of so registering or qualifying such securities for
offering, issue or sale; and the undersigned does hereby
ratify and confirm as his own act and deed all that such
attorneys and agents, and each of them, shall do or cause to
be done by virtue thereof.
IN WITNESS WHEREOF, the undersigned has subscribed this
Power of Attorney this 23rd day of May, 1995.
/s/ David L. Hopkins, Jr.
David L. Hopkins, Jr.
In the presence of:
/s/ Thomas R. Long
28
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, an
officer or director or both an officer and a director of
WESTVACO CORPORATION, a Delaware corporation (the "Company"),
does hereby constitute and appoint DAVID L. LUKE III, JOHN A.
LUKE, JR., JOHN W. HETHERINGTON and GEORGE E. CRUSER, and each
of them, with full power of substitution, his true and lawful
attorneys and agents to do any and all acts and things and to
execute any and all instruments which such attorneys and
agents may deem necessary or advisable (1) to enable the
Company to comply with the Securities Act of 1933, as amended,
and any rules, regulations and re-quirements of the Securities
and Exchange Commission in respect thereof, in connection with
the registration under said Act of the Westvaco Corporation
Savings and Investment Plan for Hourly Paid Employees, and the
securities issued thereunder, including specifically, but
without limiting the generality of the foregoing, the power
and authority to sign, for and on behalf of the undersigned,
the name of the undersigned as officer or director or both of
the Company to a Registration Statement, and any amendment
thereto, filed with the Securities and Exchange Commission in
respect of such securities and to any instrument or document
filed as a part of, as an exhibit to, or in connection with
such Registration Statement, or any such amendment; and (2) to
register or qualify such securities for offering, issue or
sale under the securities or blue sky laws of such states as
may be required, including specifically, but without limiting
the generality of the foregoing, the power and authority to
sign, for and on behalf of the undersigned, the name of the
undersigned as officer or director or both of the Company to
any application, statement, petition, prospectus, notice or
other instrument or document, or to any amendment thereto, or
to any exhibit filed as a part thereof or in connection
therewith, which is required to be signed by the undersigned
and to be filed with the public authority or authorities
administering such securities or blue sky laws, for the
purpose of so registering or qualifying such securities for
offering, issue or sale; and the undersigned does hereby
ratify and confirm as his own act and deed all that such
attorneys and agents, and each of them, shall do or cause to
be done by virtue thereof.
IN WITNESS WHEREOF, the undersigned has subscribed this
Power of Attorney this 23rd day of May, 1995.
/s/ Thomas W. Cole, Jr.
Thomas W. Cole, Jr.
In the presence of:
/s/ Thomas R. Long
29
<PAGE>
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that the undersigned, an
officer or director or both an officer and a director of
WESTVACO CORPORATION, a Delaware corporation (the "Company"),
does hereby constitute and appoint DAVID L. LUKE III, JOHN A.
LUKE, JR., JOHN W. HETHERINGTON and GEORGE E. CRUSER, and each
of them, with full power of substitution, his true and lawful
attorneys and agents to do any and all acts and things and to
execute any and all instruments which such attorneys and
agents may deem necessary or advisable (1) to enable the
Company to comply with the Securities Act of 1933, as amended,
and any rules, regulations and re-quirements of the Securities
and Exchange Commission in respect thereof, in connection with
the registration under said Act of the Westvaco Corporation
Savings and Investment Plan for Hourly Paid Employees, and the
securities issued thereunder, including specifically, but
without limiting the generality of the foregoing, the power
and authority to sign, for and on behalf of the undersigned,
the name of the undersigned as officer or director or both of
the Company to a Registration Statement, and any amendment
thereto, filed with the Securities and Exchange Commission in
respect of such securities and to any instrument or document
filed as a part of, as an exhibit to, or in connection with
such Registration Statement, or any such amendment; and (2) to
register or qualify such securities for offering, issue or
sale under the securities or blue sky laws of such states as
may be required, including specifically, but without limiting
the generality of the foregoing, the power and authority to
sign, for and on behalf of the undersigned, the name of the
undersigned as officer or director or both of the Company to
any application, statement, petition, prospectus, notice or
other instrument or document, or to any amendment thereto, or
to any exhibit filed as a part thereof or in connection
therewith, which is required to be signed by the undersigned
and to be filed with the public authority or authorities
administering such securities or blue sky laws, for the
purpose of so registering or qualifying such securities for
offering, issue or sale; and the undersigned does hereby
ratify and confirm as his own act and deed all that such
attorneys and agents, and each of them, shall do or cause to
be done by virtue thereof.
IN WITNESS WHEREOF, the undersigned has subscribed this
Power of Attorney this 23rd day of May, 1995.
/s/ W. L. Lyons Brown, Jr.
W. L. Lyons Brown, Jr.
In the presence of:
/s/ Thomas R. Long
30
<PAGE>
SAVINGS AND INVESTMENT PLAN
For Hourly Paid Employees
Summary Plan Description
THIS ENTIRE DOCUMENT CONSTITUTES PART OF A PROSPECTUS
COVERING SECURITIES THAT HAVE BEEN REGISTERED UNDER THE
SECURITIES ACT OF 1933.
31
<PAGE>
CONTENTS
Page
INTRODUCTION 1
PLAN OVERVIEW 2
ELIGIBILITY AND ENROLLMENT 6
VESTING 7
How Vested Service is Calculated 8
TYPES OF CONTRIBUTIONS 10
Your Contributions 10
The Company's Match 11
Make-Up Supplemental Contributions 12
Rollover Contributions 12
YOUR CONTRIBUTION DECISION 13
Differences Between Non-Deferred and 13
Deferred Income Contributions
Effect of Contributions on Taxes, Take-Home Pay 14
and Plan Savings
INVESTMENT OF CONTRIBUTIONS 16
Your Contributions 16
The Company's Contributions 16
The Investment Process 16
How Your Accounts are Valued 17
Plan Statements 18
Your Voting Rights 18
WITHDRAWALS PRIOR TO RETIREMENT OR 19
TERMINATION OF EMPLOYMENT
Withdrawals From the Non-Deferred Income 19
Division and Employer Fund
Penalties for Withdrawals From the Non-Deferred 20
Income Division and Employer Fund
Withdrawals From the Deferred Income Division 20
Payment of Withdrawals 23
i
32
<PAGE>
DISTRIBUTIONS UPON TERMINATION OF 24
EMPLOYMENT, RETIREMENT OR DEATH
Payment of Distributions 25
HOW TO FILE FOR BENEFITS 26
If Your Benefit Claim is Denied 26
QUALIFIED DOMESTIC RELATIONS ORDERS 27
Alternate Payees 28
OTHER IMPORTANT INFORMATION 29
Loans From the Plan 29
Transfers From this Plan to the 29
Salaried Employees' Plan
Distributions Upon Termination of the Plan 29
Limits on Contributions to the Plan 29
How You Could Lose the Right to 30
Make Contributions
Forfeiture of Interest in the Employer Fund 30
Restoration of Forfeitures 31
Restoration of Previous Membership and Service 31
Federal Income Taxes 32
Other Facts 32
ADMINISTRATIVE INFORMATION 33
YOUR LEGAL RIGHTS 37
APPENDIX 38
ii
33
<PAGE>
INTRODUCTION
This booklet explains the major provisions of the Westvaco Corporation
Savings and Investment Plan for Hourly Paid Employees (the Plan).
The purpose of the Plan is twofold: to encourage eligible employees to adopt
a regular savings plan for additional financial security (both before
and after retirement) and to encourage a proprietary interest in the
continued growth and prosperity of the Company.
This booklet summarizes the Plan. The first section gives a brief overview
of Plan features and the following sections contain more details on
important Plan provisions.
This booklet should be read in conjunction with the Information Statement
for the Plan. It is the Summary Plan Description prepared and distributed
in accordance with the Employee Retirement Income Security Act of 1974
(ERISA). It applies to the Plan in effect as of October 1, 1995. In the
event of any conflict between this booklet and the Plan Documents, the
provisions of the Plan Documents will apply.
1
34
<PAGE>
PLAN OVERVIEW
The Plan is primarily a long-term savings vehicle for
participants. You can elect to contribute to the Plan and your
contributions will be taken directly out of your paycheck and
deposited into your accounts in the Plan. More importantly, all
or part of what you elect to contribute will be matched by
Company contributions at a minimum rate of 75%.
You always own the value of your contributions to the Plan. You
own the value of your Company Matching Contributions after you
have five years of vested service in the Plan. The concept of
vesting is an important one. You should carefully read the
"Vesting" section of this booklet for complete details on this
Plan provision.
The Two Ways You Can Make Contributions
The Plan provides two savings methods:
1. The Deferred Income Division for before-tax contributions.
2. The Non-Deferred Income Division for after-tax contributions.
Important Differences Between the Two Divisions
You may contribute to either Division of the Plan or both. The
significant difference between the two Divisions lies in the way
you are taxed. Contributions to the Deferred Income Division are
not taxable income when they are made. The following example
illustrates this difference.
Weekly Contribution of 4% on
Straight Time Earnings* of $500/Week:
Deferred Income Division
Earnings Contribution Taxable Earnings
$500 4% or $20 $480
Non-Deferred Income Division
Earnings Contribution Taxable Earnings
$500 4% or $20 $500
* The term "straight time earnings" is defined on the next page.
2
35
<PAGE>
Another important difference between the two Divisions lies in
the way that you can make withdrawals from them. You can make a
withdrawal of your funds in the Non-Deferred Income Division once
in a twelve-month period, for any reason. Alternatively,
withdrawals from the Deferred Income Division are restricted by
government regulations. The rules and penalties on Plan
withdrawals from either Division are explained in more detail in
the section, "Withdrawals Prior to Retirement or Termination of
Employment."
Straight Time Earnings
The term "straight time earnings" will be used throughout this
booklet and has a specific definition in this Plan. For each
weekly pay period, your straight time earnings are your total
wages, but not to exceed your average straight time hourly rate
multiplied by 40. The average straight time hourly rate is
calculated by dividing your total straight time earnings paid in
the weekly pay period by your total actual straight time hours
paid in that period. The rate calculation will not include hours
worked that are paid as premium time.
For example, let's say you elect to contribute 4% to the Plan and
let's also say you worked 52 hours in one weekly pay period.
However, you worked 30 hours doing your regular job, 10 hours
covering another job at a different rate and 12 hours of overtime
at your regular job. Your Plan contribution for that week would
be calculated as follows:
Step 1: Calculate Total Wages
30 hours at $8.50 = $255
+ 10 hours at $9.50 = $ 95
40 hours = $350
+ 12 hours OT at 12.75 = $153
52 hours total wages = $503
Step 2: Calculate Straight Time Average Hourly Rate
$350 straight time earnings paid
40 straight time hours paid = $8.75
Step 3: Calculate Contribution
40 Straight time hours (max. considered per weekly pay)
X 8.75 Average straight time hourly rate
$350.00 Straight time earnings
X 4% Contribution rate
$ 14.00 Weekly employee contribution to the Plan
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Alternatively, let's say you elect to contribute 4% and work 38
hours in one weekly pay period. Let's assume you work 30 hours
doing your regular job and 8 hours covering another job at a
different rate. Your contribution for that week would be
calculated as follows:
Step 1: Calculate Total Wages
30 hours at 8.50 = $255
+ 8 hours at 9.50 = $ 76
38 hours = $331
Step 2: Calculate Straight Time Average Hourly Rate
$331 straight time earnings paid
38 straight time hours paid = $8.71
Step 3: Calculate Contribution
38 Straight time hours (paid this week)
X 8.71 Average straight time hourly rate
$331.00 Straight time earnings
X 4% Contribution rate
$ 13.24 Weekly employee contribution to the Plan
Straight time earnings include vacation and holiday pay, shift
differential, grievance time, funeral leave, and call-in hours
paid at straight time rate. However, these earnings exclude
overtime, jury duty and military pay offsets, Worker's
Compensation and Accident and Sickness pay.
In designated locations where 12-hour shifts are the normal
operating schedule, special arrangements will be made.
How Much You Can Contribute
In general, you may contribute from 1% to 16% (in whole
percentages) of your straight time earnings to the Plan. Most
participants may contribute up to the entire 16% to the Deferred
Income Division or divide their contributions between both
Divisions. Some restrictions may apply to the total amount you
can contribute to the Plan and, in particular, to the Deferred
Income Division. These restrictions are discussed in the
following sections of this booklet.
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The first 6% of your straight time earnings that you contribute
to the Plan is considered your Basic Contributions. Beyond that
amount, you can contribute up to an additional 10% of your
straight time earnings to the Plan, which is considered
Supplemental Contributions.
For example, if you elect to contribute 8% to the Plan, the first
6% is considered your Basic Contributions and the remaining 2% is
considered your Supplemental Contributions.
How Much The Company Contributes
Whether you contribute to the Deferred or Non-Deferred Income
Division, Westvaco matches your Basic Contributions (up to 6% of
your straight time earnings) at a minimum rate of 75%. The rate
of Company Matching Contributions can reach as high as 110%, if
certain Company performance "milestones" are met. See the
section on "The Company's Match" for details.
Investment of Contributions
Your contributions to the Plan are invested in the Westvaco Stock
Fund. The Company's contributions are invested in the Employer
Fund. Both Funds are invested primarily in Westvaco Common
Stock.
The Plan's Valuation Date
Your accounts in the Plan are valued on a weekly basis.
Normally, the Plan is valued each Tuesday; if Tuesday is a day on
which the New York Stock Exchange (NYSE) is closed, then your
accounts are valued the following business day that the NYSE is
open. The valuation date is very important in that the value of
any withdrawals or distributions from the Plan are determined and
will fluctuate with the specific valuation date used for the
transaction. See the appropriate sections for specific
information on withdrawals or distributions.
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ELIGIBILITY AND ENROLLMENT
You are eligible to participate in the Plan if you are an hourly
paid employee, not in a temporary employment capacity, of a
participating Westvaco location and you have completed four
months of service with the Company. You may enroll in the Plan
and begin making contributions as early as the first of the month
following or coincident with the completion of your four-month
waiting period.
Enrollment in the Plan is open year-round. Just submit a
completed application form to your Personnel department, not less
than 10 calendar days before the first day of the month in which
you want to start contributing. However, if you enroll when you
are first eligible, special vesting rules will apply to you (see
the "Vesting" section for details).
Plan membership starts on the first day of the calendar month in
which you begin contributing to the Plan.
Naming Your Beneficiary
When you enroll in the Plan, you name a beneficiary. The full
value of your vested accounts will be paid to your beneficiary if
you die. You can change your beneficiary at any time by
completing a change of beneficiary form.
If you are married, your spouse is your beneficiary unless he or
she signs a written consent, which is witnessed by a notary
public or your local personnel representative, acknowledging and
accepting your alternate beneficiary designation.
If you don't name a beneficiary, your vested accounts go to your
surviving spouse, if any, otherwise to your legal representative
or heirs.
A designated beneficiary may execute a qualified disclaimer to
permit the distribution of your vested accounts to another person
or entity.
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VESTING
You always have full vested (or nonforfeitable ownership) rights
to the value of your own contributions, whether they are Deferred
or Non-Deferred Income Contributions. You have full vested
rights to the value of Westvaco's Company Matching Contributions
to the Plan:
When you have at least five years of vested service in the
Plan; or
If you retire, under the provisions for Normal, Early,
Deferred, or Disability Retirement of a Company Pension
Plan; or
If you are terminated because your job is eliminated and
have accumulated at least three years of vested service in
the Plan; or
If you die (in which case your full accounts will be paid to
your beneficiary); or
You are designated by the Company in an Instrument of
Designation to be vested in your accounts at the time the
Company sells a business operated by the Company; or
If the Company terminates or completely discontinues its
contributions to the Plan.
However, there are two special vesting rules in this Plan:
1. If you enroll during the special open enrollment period
(beginning on July 1, 1995 and ending on August 31, 1995)
and begin participating in the Plan as of October 1, 1995
you will have your prior Company service count toward your
vested service in the Plan. Past Company service will be
counted, based on your service on record with the Company
as of October 1, 1995.
2. If you are a newly hired employee and you join the Plan
and begin making contributions on the date you are first
eligible (i.e., on the first of the month following the
completion of your four-month waiting period) you will have
your waiting period count toward your vested service in the
Plan.
For further explanation and examples of how these special vesting
rules work, see "How Vested Service is Calculated."
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If your employment with the Company ends before you are vested in
the Company Matching Contributions, you forfeit your right to
them, except as provided in the section entitled "Forfeiture of
Interest in the Employer Fund." The money you forfeit is
credited against future Company Matching Contributions Westvaco
would otherwise be required to contribute to the accounts of
other Plan members.
How Vested Service is Calculated
You are vested in the value of Westvaco's Matching Contributions
to the Plan after you accumulate five years of vested service as
described below.
You will be credited with one year of service for each full Plan
Year that you participate in the Plan, beginning with the date
you become a participant and ending when your employment with
Westvaco ends.
For a partial Plan Year when your Plan participation begins or
Westvaco employment ends, you will be credited with one full year
of vested service if the number of months of your participation
during that partial Plan Year is six or more. Otherwise, you
will receive vested service of between one-twelfth and
five-twelfths of a year, depending on the number of months you
participated in that period.
There are two exceptions to this rule. First, if you enroll in
the Plan during the initial enrollment period commencing July 1,
1995 and ending on August 31, 1995 and you begin participating in
the Plan on October 1, 1995, you will be credited with vested
service in the Plan based on your years of Company service, not
just your years of participation in the Plan. In this case,
vested service will be counted from the first of the month
following your date of hire at the Company.
For example, let's say you elect to enroll in the Plan during the
initial open enrollment period and your date of hire is September
15, 1991. As of October 1, 1995, you will have 4 years of vested
service in the Plan. This example is illustrated below:
Date of First Special Open Participation in Plan
Hire of Month Enrollment Begins; Participant Has
Following 4 Years of Vested Service
-X--------------X--------------X-----------------X---------------------
9/15/91 10/1/91 7/1 to 8/31/95 10/1/95
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The second exception applies to newly hired employees. If you
join when you are first eligible, then your waiting period will
count in the calculation of your vested service in this Plan.
For example, let's say you are hired on July 16 and you becomes
eligible to participate in the Plan as of December 1. If you
enroll on time and begin making contributions to the Plan as of
that date, then you will have the period from August 1 (the first
of the month following July 16) through November 30 count toward
your vested service. This example is illustrated below:
Date of First of First Eligible for and
Hire Month Participating in
Following Plan; Vested Service
Counted From August 1
-X-------------X---------------X---------------------
7/16 8/1 12/1
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TYPES OF CONTRIBUTIONS
Your Contributions
You can contribute from 1% to 16% of your straight time earnings
(up to the legal limits) in whole percentages to the Plan. The
first 6% you contribute is considered your Basic Contributions.
Any contribution in excess of 6% is considered your Supplemental
Contributions.
For example, let's say you elect to contribute 8% of your
straight time earnings to the Plan. In that case, 6% would be
considered your Basic Contributions and 2% would be considered
your Supplemental Contributions.
You can divide your contributions, in whole percentages, between
both the Deferred and Non-Deferred Income Divisions or contribute
solely to one or the other up to the legal limits, as described
in the current Information Statement for the Plan.
Continuing the example above, let's say you elect to contribute
8%, but want to contribute 4% on a tax-deferred basis and 4% on
an after-tax basis, then your contribution election would look
like this:
4% Basic + 2% Basic + 2% Supplemental = 8% Total
Deferred Non-Deferred Non-Deferred Contribution
Income Income Income
Contribution Contribution Contribution
You may change the percentage of your straight time earnings to
be contributed to the Deferred Income Division or Non-Deferred
Income Division two times in any calendar year by submitting a
"Notice of Future Change Election Form" at least 10 calendar days
prior to the beginning of any month. Your change will take place
as of the first pay period of the following month.
You may cease making contributions to the Plan at any time.
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The Company's Match
The Company currently matches your Basic Contributions to the
Plan (up to the first 6%) at the minimum rate of 75%. The match
applies whether Non-Deferred or Deferred Income Contributions, or
both, are being made to the Plan. However, any Supplemental
Contributions you make (i.e., contributions in excess of 6%) are
not matched by the Company. Similarly, any rollover
contributions you make are not matched by the Company.
For example, let's say your weekly straight time earnings are
$500 per week and you contribute 4% to the Plan. Your
contribution would equal $20 per week and the Company Matching
Contribution would be $15 per week.
Weekly Straight Time Earnings of $500:
4% Contribution Company Match of 75%
or $20 per week or $15 per week
The Board of Directors has the authority to change the 75% rate
to any other rate, and may, from time to time, authorize
additional contributions from the Company beyond the basic match.
The Company Matching Contributions would be increased if the
following events occur:
1. In any fiscal year in which the Company increases the
quarterly per share dividend paid on Company Common Stock
there will be an additional 10% supplemental match;
2. In any fiscal year in which earnings from normal operations
increase by 20% or more compared to the previous fiscal
year, an additional 15% supplemental match will be paid;
and
3. In any fiscal year in which record earnings from normal
operations are achieved, an additional 10% supplemental
match will be paid.
The Company's fiscal year is the period beginning on November 1
and ending on October 31.
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In any given fiscal year, one or more of these supplemental
Company Matching Contributions may be paid, depending upon the
"milestones" achieved. If all three are achieved, the
supplemental match would be 35% and the total level of Company
Matching Contributions would reach 110%. The Board of Directors
has the authority to amend or revise the above criteria for the
supplemental match at any time.
Make-Up Supplemental Contributions
The Plan contains a feature that gives you another chance to make
Non-Deferred Supplemental Contributions in the event you did not
make the maximum amount of those contributions (above 6%) when
you were eligible (whether or not you made any matchable
contributions during such period). If you would like to make up
some or all of the Supplemental Contributions you could have made
since you began participating in the Plan, you can do so now or
in the future. Just contact your local personnel representative.
Remember, Supplemental Contributions are not matched by the
Company.
Rollover Contributions
If you receive a taxable distribution from a qualified plan, such
as one from your immediately preceding employer or a conduit
(also called a rollover) Individual Retirement Account (IRA), you
may want to delay payment of federal income taxes by depositing
that money into the Plan. To do so, you must complete a
"Rollover Election Form" and return it along with specific
documentation to the Corporate Benefits office within 60 days
from the time that you received your distribution. Rollover
contributions are acceptable only in the form of cash. The check
for the distribution must be made payable to the Plan's Trustee.
The acceptance of Rollover Contributions is at the discretion of
the Plan Administrator. See your local personnel representative
for more complete details.
Rollover contributions are considered Deferred Supplemental
Contributions. As such, they are subject to the same Plan
provisions as your regular Deferred Contributions and they are
not matched by the Company.
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YOUR CONTRIBUTION DECISION
One of the major choices you make when you enroll in the Plan is
whether to contribute to the Non-Deferred Income Division or the
Deferred Income Division, or both.
Differences Between Non-Deferred and Deferred Income Contributions
Your Non-Deferred Income Contributions to the Plan do not reduce
your taxable income reported on your Form W-2 to the Internal
Revenue Service. Your income tax liability for your straight
time earnings remains the same whether or not you make
Non-Deferred Income Contributions. Conversely, your Deferred
Income Contributions to the Plan reduce your taxable income
reported on your Form W-2 to the Internal Revenue Service. As a
result, your federal income tax liability for your straight time
earnings will be lower. In most areas, your state and local
income tax liability will also be lower.
For example, a person who has a pay of $25,000 during a
particular year and contributes 4% ($1,000) of that pay to the
Deferred Income Division will be deemed to have had a pay of only
$24,000; his Form W-2 for the Internal Revenue Service will only
reflect a pay of $24,000. By contrast, if the same person had
contributed $1,000 to the Non-Deferred Income Division, his
taxable pay would have been $25,000. Keep in mind that Social
Security and Medicare withholding will not be reduced because of
your Deferred Income Contributions.
When you withdraw from the Non-Deferred Income Division you do
not pay income tax on your withdrawal, except to the extent that
any portion of the withdrawal represents appreciation in your
contributions or dividend and interest income.
When you withdraw from the Deferred Income Division you are
subject to income tax and withholding on the entire amount of the
withdrawal. See the "Federal Income Taxes" section of this
booklet and the Plan's Information Statement for information on
IRA rollovers or other alternatives.
The withdrawal provisions and penalties for both types of
contributions differ considerably. You should carefully read the
sections of this booklet and the current Information Statement
for the Plan which explain the withdrawal rules and related tax
implications before you make your contribution decision.
Effect of Contributions on Taxes, Take-Home Pay and Plan Savings
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This example compares the effect on your take-home pay if you
elect Deferred or Non-Deferred Income Contributions, using a
straight time earnings level of $500 per week and a contribution
rate of 4%. It also illustrates the impact of the Company
Matching Contributions on total Plan savings.
Deferred Non-Deferred No Contribution
Straight-Time Earnings $500 $500 $500
Less 4% Deferred Contribution 20 - -
Taxable Earnings 480 500 500
Less 4% Non-Deferred
Contribution - 20 -
Less Federal Income Tax 40 43 43
Less Social Security/Medicare 38 38 38
Net Earnings 402 399 419
Weekly Plan Savings:
Employee Contribution 20 20 0
Company Match 15 15 0
Total Weekly Plan Savings 35 35 0
Net Cost of Total Weekly
Plan Savings 17 20 0
In this example the "Company Match" is the Basic Match only and
"Total Weekly Plan Savings" does not include reinvested
dividends, earnings or losses on Plan investments. "Net Cost of
Total Weekly Plan Savings" is determined by subtracting Net
Earnings with contributions from Net Earnings without
contributions.
The federal income tax rates in this example are based on the
standard federal tax withholding table issued by the Internal
Revenue Service for 1995 for a married employee with two
dependents. Similarly, the 1995 Social Security and Medicare tax
rate was used. State and local taxes and other deductions have
not been taken into account. All figures have been rounded to
the nearest dollar.
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The example on the previous page illustrates several important
points about your contribution decision:
In this example, Deferred Income Contributions mean higher
take-home pay compared to Non-Deferred Income Contributions
in the same amount.
Whether you contribute to the Deferred Income Division or the
Non-Deferred Income Division, the Company will match your
contribution, up to the first 6% at a rate of at least 75%.
The impact of the Company Match is significant. In this
example, the participant in the Deferred Income Division has
a "Total Weekly Plan Savings" of $35, but has only a $17 net
reduction from his or her pay each week. Similarly, the net
impact on the participant in the Non-Deferred Income Division
is $20. The difference of $3 is the immediate tax savings
achieved by the participant in the Deferred Income Division.
Remember, in making your contribution decision, you should always
consider the withdrawal rules for both Divisions. In general,
withdrawals of Deferred Income Contributions are restricted by
government regulations. Alternatively, you may make a withdrawal
of your Non-Deferred Income Contributions one time per year, for
any reason. See the sections of this booklet that explain
withdrawals for more details.
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INVESTMENT OF CONTRIBUTIONS
Your Contributions
The Company offers one investment fund for contributions to the
Plan. Your contributions to either the Deferred or Non-Deferred
Income Divisions are invested in the Westvaco Stock Fund.
The Company's Contributions
All Company Matching Contributions to the Plan are held in the
Employer Fund, which is invested primarily in Westvaco Common
Stock.
The Investment Process
There is a great deal of record-keeping involved in keeping track
of your interests in the Plan and the thousands of employees
participating in the Plan. The Trustee of the Plan is
responsible for this record-keeping.
Briefly, when you elect to contribute to the Plan, the Trustee
establishes accounts for you. Your contributions are credited to
your Westvaco Stock Fund account. The Company Matching
Contributions are credited to the Employer Fund account.
The Trustee of the Plan invests the funds according to the
provisions of the Trust Agreement and the Plan. The Westvaco
Stock Fund is invested primarily in Westvaco Common Stock, except
for amounts of cash or cash equivalents that may be held from
time to time to meet the Fund's administrative needs (such as
facilitating cash withdrawals by Plan participants). Consult the
current Information Statement which is issued each year for more
information on investments of funds in the Plan.
The Trustee holds legal title to the assets of the Plan including
the Westvaco Common Stock, cash and cash equivalents allocated to
the Employer Fund and Westvaco Stock Fund. Since you do not own
individual shares of Westvaco Common Stock directly and since
each Fund contains cash and cash equivalents, the investment
performance of your accounts will not match the performance of
Westvaco Common Stock exactly. However, the performance of your
accounts should generally follow the performance of Westvaco
Common Stock.
In addition, you have the right to direct the Trustee as to the
voting of the proportional shares of Westvaco Common Stock your
account represents. See "Your Voting Rights."
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How Your Accounts are Valued
Your accounts are valued on a weekly basis, on each Tuesday (if
Tuesday is a day on which the NYSE is closed, then the next
business day that it is open). A unit system has been developed
to keep track of your proportional share of the assets and
earnings of each fund within the Plan.
Use of the unit system enables the Trustee to invest all
available funds and to divide the investment among individual
accounts. The unit system ensures that your accounts are
credited with your share of the funds.
The method of converting contributions into units works in two
basic steps:
Step 1: The calculation of the unit values for each fund.
In computing the unit value of the funds, the assets of the
Employer Fund (Company Contributions) and the Westvaco Stock Fund
(Employee Contributions) are commingled. The total fair market
value of securities, cash and accrued income for each fund is
divided by the total number of existing units in that fund, as
follows.
Fair market value
of securities and cash = Value of one unit
Total number of units
Step 2: Crediting additional units to each individual member's
accounts.
Once the unit value is established, your contributions are
divided by the unit value effective on the date of deposit. The
addition of units in the employee and employer accounts is kept
separately and is added to the previous period's total units.
Your contributions
for the period = Units credited to your account
Value of unit
Fluctuations in the value of the underlying securities can have a
significant impact on the value of the units. Additionally,
transactions by the Trustee (such as purchasing of stock,
receiving dividends and crediting interest) also impact the value
of the units. Similarly, activity by members of the Plan (i.e.,
withdrawals, transfers, forfeitures, etc.) have a bearing on the
valuation of the units. To determine the dollar value of your
account, the unit value is multiplied by the total accumulated
units in your account:
Value of one unit x Total number = Total Value
of units in your of your account
account
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Plan Statements
Every three months you will receive a statement from the Trustee
indicating the status of your accounts in the Plan. The
statement will show the market value of your accounts.
Your Voting Rights
The contributions to the Plan's Employer Fund and the Westvaco
Stock Fund are invested primarily in Westvaco Common Stock and
you have the right to direct the Trustee's voting with regard to
the proportional shares your account represents. See the current
Information Statement for the Plan for an explanation of your
voting rights regarding Westvaco Common Stock.
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WITHDRAWALS PRIOR TO
RETIREMENT OR TERMINATION OF EMPLOYMENT
The rules permitting you to withdraw from your vested accounts in
the Plan vary depending on whether you are withdrawing from the
Non-Deferred Income Division, the Deferred Income Division, or
the Employer Fund. Before you make a withdrawal you should
consult the current Information Statement for the Plan regarding
the taxability of withdrawals from the Plan.
A withdrawal will not affect the way the remaining balance in
your account is valued, nor the time period you are accruing
towards vested service in the Plan. A withdrawal can only be
effected on a Plan valuation date. If you decide to make a
withdrawal, a form can be obtained from your local personnel
representative.
Withdrawals From the Non-Deferred Income Division and Employer
Fund
Withdrawals from your Non-Deferred account or the Employer Fund
account are subject to the following conditions:
A completed and signed "In-Service Withdrawal Form"
must be received by the Corporate Benefits office no later
than 4:15 p.m. Eastern Time on the effective valuation date
(see "The Plan's Valuation Date" for more details) for the
transaction. You may FAX the form to the Corporate Benefits
office; your local personnel representative can supply you
with the appropriate FAX number.
Withdrawals from these accounts must be no less than
the lesser of $1,000 or 50% of the value of your accounts as
of the valuation date upon which you elect your withdrawal to
be effective.
You may only withdraw from the Employer Fund if you are
vested in it.
You must withdraw 100% of the value of your account in
the Non-Deferred Income Division before you can make a
withdrawal from the Employer Fund. This condition may be
waived in certain limited circumstances. For more details
contact your local personnel representative.
Only one withdrawal from the Non-Deferred Income
Division is permitted during any 12-month period.
Only one withdrawal from the Employer Fund is permitted
during any 36-month period.
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Withdrawals from your Non-Deferred account will be taken first
from your Non-Deferred Supplemental Contributions (if any). You
may cancel your withdrawal election at any time, provided the
request for cancellation is received by the Corporate Benefits
office in writing from the Plan participant on or before 4:15
p.m. Eastern Time on the valuation date for the transaction.
Penalties for Withdrawals From the
Non-Deferred Income Division and Employer Fund
If you are considering a withdrawal, keep in mind that the
Company will temporarily stop making Matching Contributions.
However, this penalty does not apply if you withdraw only
Non-Deferred Supplemental Contributions. The suspension of
Company Matching Contributions lasts for three months after the
month in which your withdrawal is effective, even if you are
making contributions to the Plan during that period.
Withdrawals From the Deferred Income Division
There are two ways that the Plan permits withdrawals from the
Deferred Income Division, as follows.
Withdrawals After Age 59 1/2
After you become age 59 1/2, you can withdraw any or all of the
value of your accounts in the Deferred Income Division in the
same manner as you can make a withdrawal from the Non-Deferred
Income Division.
Hardship Withdrawals
At any age, you may be able to qualify for a hardship withdrawal
if you can show that you have no other resources reasonably
available to meet a particular, immediate, and heavy financial
need. Other resources that might be considered reasonably
available to you (your spouse or children) could include amounts
in your Non-Deferred account and vested Company contributions or
loans available from commercial sources.
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The needs that might qualify as a hardship include:
Medical expenses previously incurred or necessary to
obtain medical care which are not covered by your insurance
or the insurance of someone in your immediate family.
Costs directly related to the purchase of your primary
residence (excluding mortgage payments).
Post-secondary education for yourself or someone in
your immediate family.
Expenses to prevent your eviction from your principal
residence or the foreclosure of a mortgage on your principal
residence.
Expenses to cover other immediate and heavy needs
determined to be appropriate under all relevant facts and
circumstances consistent with regulations of the Internal
Revenue Service.
The amount of the hardship withdrawal cannot exceed the amount
required to relieve the financial need created by the hardship.
The determination of the amount of the hardship withdrawal will
be made on the basis of all relevant facts and circumstances.
The amount of an immediate and heavy financial need may include
any amount necessary to pay federal, state or local income taxes,
surtaxes or penalties which are reasonably anticipated to result
from the hardship withdrawal. An amount generally may be treated
as necessary to satisfy a financial need if you can represent
that the need cannot be satisfied by:
(a) reimbursement or compensation by insurance or otherwise.
(b) reasonable liquidation of your assets without creating an
additional immediate and heavy financial need.
(c) cessation of your contributions to the Plan.
(d) through all other distributions that you can obtain from
the Plan.
(e) obtaining loans available from commercial sources on
reasonable commercial terms.
If you qualify for a hardship withdrawal under these
circumstances, you may be required to suspend contributions to
the Deferred and Non-Deferred Income Divisions for a period of
time deemed appropriate due to the hardship in question.
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Alternatively, an amount will be deemed to be necessary to
satisfy such immediate and heavy financial need if the amount
distributed is not in excess of the amount needed and you have
obtained all distributions available under the Plan. In this
case, there will be two penalties imposed:
1. You will be suspended from making contributions to both the
Deferred and Non-Deferred Income Divisions for 12 months
after the receipt of the distribution, and
2. The maximum amount of Deferred Income Contributions that you
may make in the year following the year of the distribution
will be equal to the maximum annual dollar limit in effect
for that year less the amount of your Deferred Income
Contributions in the year the hardship withdrawal was made.
Other Facts About Hardship Withdrawals
To request a hardship withdrawal, it is required that you attach
documentation of your financial hardship to the "Application for
Withdrawal From the Deferred Income Division."
The Hardship Committee or its designee reviews and approves or
denies requests for hardship withdrawals. The Committee also
determines the amount that may be withdrawn from the Deferred
Income Division to meet your hardship need. Because these
applications must be carefully reviewed, it may take more time to
process your application for this type of withdrawal than it does
for other Plan transactions. It is important that you are aware
of this issue and understand that hardship withdrawals will be
valued and effected on the next valuation date after all
documentation is completed and your application is approved.
You cannot obtain a hardship withdrawal that consists of earnings
and appreciation on contributions.
You may cancel your withdrawal election at any time, provided the
request for cancellation is received by the Corporate Benefits
office in writing from the Plan participant on or before 4:15
p.m. Eastern Time on the valuation date for the transaction.
This section is intended only as a brief summary of the Hardship
Withdrawal rules. More details are available from your local
personnel representative and on the "Application for Withdrawal
From the Deferred Income Division."
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Payment of Withdrawals
If you decide to make a withdrawal, the appropriate form can be
obtained from your local personnel representative. The payment
will usually be issued approximately ten calendar days after the
valuation date of the withdrawal (See "The Plan's Valuation Date"
for more details). A check for cash withdrawals will be mailed
to you by the Trustee. Shares of Westvaco Common Stock will be
mailed by the stock transfer agent.
The method for determining the number of Westvaco Common Stock
shares you will receive is the same method used for determining
the number of shares that you are entitled to receive when you
take a distribution from the Plan. See the "Payment of
Distributions" section for details.
Payments of Non-Deferred Income Division
Withdrawals and Employer Fund Withdrawals
Withdrawals from the Westvaco Stock Fund and the Employer Fund
will be paid in either: (1) full shares of Westvaco Common Stock,
with any balance not equal to a full share of stock paid in cash,
or (2) cash equal to the value of the funds, valued on the
effective valuation date of the withdrawal, or (3) any
combination of both Westvaco Common Stock and cash as you
specify.
Payments of Deferred Income Division Withdrawals
If you make a withdrawal on or after age 59 1/2, the payment
procedures explained in the section above apply.
Hardship withdrawals are paid only in cash.
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DISTRIBUTIONS UPON TERMINATION
OF EMPLOYMENT, RETIREMENT OR DEATH
Terminated or retired Plan members, as well as beneficiaries of
deceased Plan members may leave their account balances in the
Plan and may later take full or partial distributions from the
Plan. However, government regulations regarding total
distribution of accounts upon attainment of age 70 1/2 apply.
A distribution can be effected only on a Plan valuation date (see
"The Plan's Valuation Date" for details). If you decide to
receive a distribution, a form can be obtained from your local
personnel representative.
Termination of Employment or Retirement
Upon your termination of employment for any reason other than
death, you may elect to receive a distribution of your vested
accounts or to remain in the Plan. Distributions after your
termination of employment are subject to the following
limitations:
1. You may elect to receive a distribution of all or any
portion of your vested accounts in the Plan provided the
appropriate, completed, signed form is received by the
Corporate Benefits office no later than 4:15 p.m. Eastern
Time on the Plan valuation date selected (see "The Plan's
Valuation Date" for details). The form may be sent via FAX
to the Corporate Benefits office; your local personnel
representative can supply you with the number.
2. You may elect to take partial distributions as many times as
you wish during a calendar year. You are also entitled to
elect to receive monthly or quarterly cash distributions
from the Plan.
3. In accordance with federal law you will receive a
distribution of the entire value of your vested accounts no
later than April 1st following the calendar year in which
you attain age 70 1/2.
Until you elect to receive a distribution, your funds will remain
in the Plan. However, you cannot continue to make contributions
or receive the benefit of any new Company Matching Contributions.
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Death
In the event of your death, your beneficiary may elect to take a
distribution of your vested accounts in the same manner as
indicated above for a distribution by you upon your termination
of employment or retirement.
Payment of Distributions
The normal form of payment of a distribution is a lump sum.
However, you may elect to take partial distributions or to take
distributions on a periodic basis from your vested accounts.
Your distribution may be taxable; for important tax information,
see the "Federal Income Taxes" section of this booklet and the
Plan's most recent Information Statement.
Distributions from the Westvaco Stock Fund and the Employer Fund
will be paid in either: (1) full shares of Westvaco Common Stock,
with any balance not equal to a full share of stock paid in cash,
or (2) cash equal to the value of the funds, valued on the
effective valuation date of the distribution, or (3) any
combination of both stock and cash as you elect.
If you elect to receive all or part of your distribution in
shares of Westvaco Common Stock, the number of shares you will be
entitled to receive will be determined by dividing the closing
price of Westvaco Common Stock on the NYSE on the valuation date
of the transaction into your account balances in the Westvaco
Stock Fund and the Employer Fund.
The payment will usually be issued approximately ten calendar
days after the valuation date of the distribution. A check for
cash distributions will be mailed to you by the Trustee. Shares
of stock will be mailed by the stock transfer agent.
You may cancel your election, provided written notice of the
cancellation is received by the Corporate Benefits office no
later that 4:15 p.m. Eastern Time on the valuation date for the
transaction.
How to Apply for a Payment
You or your beneficiary may request the appropriate form from
your local personnel representative for partial or total
distribution of your vested accounts.
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HOW TO FILE FOR BENEFITS
Information about how to request payments, withdrawals, and
distributions can be found in the sections of this booklet where
those topics are explained or can be obtained from your personnel
representative. A time table detailing when the various forms
must be submitted can be found in the Appendix to this booklet.
If Your Benefit Claim is Denied
If any claim by you or your beneficiary is denied, either totally
or partially, you or your beneficiary will receive a written
notice. The notice will explain the reason for the denial, refer
to the specific Plan provision or provisions on which the denial
is based, describe what additional information, if any, is
necessary, describe how claims are reviewed, and explain the
steps for an appeal.
If you or your beneficiary disagree with a claim denial, you,
your beneficiary, or an authorized representative may make a
written request to the Plan Administrator for a review of the
claim. The request should be made in writing within 60 days
after the claim denial is received. Appeals of denied claims
should be directed to Robert E. MacFadyen, the Plan Administrator,
who will investigate the appeal and may review it with the Benefit Plans
Administration Committee. The Plan Administrator's address is
listed in the "Administrative Information" section.
Normally, you will receive a response to your appeal within 60
days after a written request for a review is received. If
special circumstances require an extension of time, a 60-day
extension to review claims is permitted by law. In this event, a
decision on your appeal will be made within 120 days after your
written request for review is received. During the review
period, you or your representative may examine pertinent
documents and submit issues and comments in writing.
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QUALIFIED DOMESTIC RELATIONS ORDERS
Your vested accounts in the Plan or a portion thereof may be
subject to claims by your spouse, former spouse and other
dependents provided the following conditions are met:
A domestic relations order (a judgement, decree or other
order - including approval of a property settlement
agreement) has been entered pursuant to a state domestic
relations law and contains a provision of child support,
alimony payments, or marital property rights to a spouse,
former spouse, child or other dependent.
The domestic relations order meets all the applicable
requirements of federal law for a Qualified Domestic
Relations Order (QDRO).
The Company has established guidelines for the review and
approval of QDRO's. A copy may be obtained from your local
personnel representative.
In the event a QDRO is approved by the Company, the Trustee of
the Plan will establish accounts in the Plan for the spouse,
former spouse or other dependent who is assigned all or a portion
of your vested accounts in the Plan. These individuals are
identified as Alternate Payees under the Plan.
The rights of and rules applicable to Alternate Payees are
briefly summarized on the next page.
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Alternate Payees
In general, Alternate Payees have all the rights to the Plan as
any other participant, except the right to make contributions to
the Plan. An Alternate Payee is subject to the same rules on
withdrawals, distributions and transfers as any employee member
of the Plan. For more details, consult the sections of this
booklet describing the rules for those Plan transactions.
However, accounts in the Deferred Income Division may only be
withdrawn when the employee member whose accounts have been
assigned to the Alternate Payee reaches age 50 or when the
employee member terminates continuous service in the Plan
(whichever occurs first). The following chart highlights the
availability of assets in the Plan for Alternate Payees:
Plan Fund or Account Assets Available to Alternate Payee
Employer Fund At any time
Non-Deferred Income At any time
Account
Deferred Income Only after one of the following
Account conditions are met: after the
employee member attains age 50;
or his or her employment terminates;
or the Alternate Payee has an
"Application for Withdrawal from the
Deferred Income Division Based on
Financial Hardship" approved
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OTHER IMPORTANT INFORMATION
Loans From the Plan
A loan provision is scheduled to be in effect in the Plan as of
October 1, 1997. More details about this provision and how it
will work will be distributed prior to that date.
Transfers From this Plan to the Salaried Employees' Plan
If you are a member of this Plan and you transfer from hourly
paid to salaried employee status, then your assets in this Plan
will be transferred to the Westvaco Corporation Savings and
Investment Plan for Salaried Employees. Details on that Plan can
be found in the Summary Plan Description and Information
Statement for that Plan.
Distributions Upon Termination of the Plan
Upon termination of the Plan or complete discontinuance of
contributions to the Plan by the Company, the value of your
vested accounts will be distributed to you in a lump sum as soon
as permitted by law.
Limits on Contributions to the Plan
Federal law has established certain maximum limits on
contributions to the Deferred Income Division. These are as
follows:
1. Total dollar limit - All employees are subject to this
limit. The original limit was established in 1986 and has
been adjusted annually to reflect inflation. Consult the
Information Statement, issued each year, for the dollar
amount of this limit.
2. Percentage limit - Only employees who are considered to be
highly compensated as defined by the Internal Revenue Code
are affected by this limit. Consult the current Information
Statement which is issued each year for more information
concerning this restriction.
3. Compensation limit - Federal law limits the amount of
annual base pay to be considered for the purposes of this
Plan to $150,000. This limit is subject to future
adjustments to reflect inflation. Consult the current
Information Statement which is issued each year for more
information concerning this restriction.
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4. Other Limits - There may be other legal limits on your
contributions to the Deferred or Non-Deferred Income
Divisions. If you participate in the Plan and special
limits apply to you, we will contact you with additional
details.
How You Could Lose the Right to Make Contributions
If, for any reason, you are not receiving pay from Westvaco or an
eligible subsidiary, you cannot make contributions to the Plan
and your right to additional Company Matching Contributions will
cease. For example, you might go on an unpaid leave or layoff,
be transferred to salaried pay status, or be transferred to a non-
participating Company location.
Keep in mind that you remain a member for as long as you have
accounts in the Plan and your continuous service is not broken -
even if no contributions are going into those accounts. That
means you continue to build vested service toward the five years
you need for full vested rights to Company Matching
Contributions. When you are eligible to resume contributions,
contact your local personnel representative for a "Notice of
Future Change Election Form" that you must complete. Return it
to your personnel representative at least 10 calendar days before
the first day of the month in which you want to resume making
contributions.
Forfeiture of Interest in the Employer Fund
If you leave the employ of the Company or its subsidiaries for
any reason (other than death or retirement) prior to meeting the
vesting requirements for the Employer Fund, you forfeit your
Employer Fund account. You will also forfeit your Employer Fund
account if you are not vested and:
You do not return from a leave within the time the Company has
specified.
You do not return from a layoff within two years or when
recalled by the Company.
You do not return to work with Westvaco or a participating
Company location or subsidiary within three months after
discharge from active military service, or longer if within
the time allowed by law.
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Restoration of Forfeitures
Your interest in the Employer Fund, which is forfeited for
failing to meet the vesting requirements prior to leaving the
Company, will be restored if all of the following conditions are
satisfied:
You are rehired by the Company within five Plan Years
following the Plan Year in which you forfeited your Employer
Fund account (i.e., left the employ of the Company).
You did not receive a distribution of your vested accounts
(other than the Employer Fund) when you forfeited your
interest in the Employer Fund or, if you received a
distribution, you elect to re-contribute to the Plan the
amount that was distributed to you.
You become a member of the Plan upon your rehire and you
subsequently satisfy the vesting requirements for the Plan.
Restoration of Previous Membership and Service
If you had previously accumulated five years of vested service in
the Plan during your prior employment with the Company, upon your
rehire and application for membership you will be considered to
have five years of vested service in the Plan and you shall be
vested in any subsequent Company Matching Contributions made
during your new membership.
If you had not previously accumulated five years of vested
service in the Plan during your previous employment with the
Company, upon your rehire and application for membership you
shall be able to apply your previously accumulated years of
vested service to your new membership provided one of the
following conditions are met:
You are rehired by the Company and become a member of the Plan
within five Plan Years following the Plan Year in which you
terminated your original employment with the Company.
The number of years of vested service prior to the
termination of your original employment with the Company is
not less than the number of full Plan Years between your
original termination and subsequent rehire and new
membership.
You shall be vested in any Company Matching Contributions made
during your new membership and any restored Company Matching
Contributions from your original membership (if you qualify for
restoration) upon accumulating five years of vested service in
the Plan.
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Federal Income Taxes
The rules concerning federal income tax treatment of the Plan's
benefits are extremely complex. Briefly, all distributions from
the Plan (other than those that consist solely of Non-Deferred
Contributions) are eligible to be rolled over to an Individual
Retirement Account. Unless you direct the Trustee to transfer
your distribution directly into an IRA or other eligible tax
qualified plan (such as another employer's 401(k) plan), the
taxable portion of your distribution will be subject to mandatory
20 percent federal tax withholding. That withholding rate may or
may not cover your full tax liability for the distribution; that
determination will have to be made when you file your federal
income taxes for that year.
A more detailed summary of these and other tax rules impacting
the Plan is contained in the current Information Statement for
the Plan. All employees are urged to consult their personal tax
advisor concerning not only federal tax treatment of Plan
benefits, but also their tax treatment under state and local
laws.
Other Facts
None of the assets of the Plan may be used for any purpose other
than for the exclusive benefit of participants in the Plan or
their beneficiaries.
The cost of brokerage fees, transfer taxes and other expenses
connected with buying or selling securities are charged against
Plan assets. Westvaco pays the full cost of Trustee's fees,
administrative expenses, and distribution expenses.
Each participant assumes all risk connected with any decrease in
value of the respective funds, and these funds are the sole
source of payments to members of the Plan. The law regulates the
maximum contribution the Company can make to any individual's
account.
Your rights under this Plan may not be assigned to, or encumbered
by, any other person, except as required in a Qualified Domestic
Relations Order, whereby participants who are involved in
potential legal issues involving domestic relations cases can be
required to assign or pay Plan assets to their dependents.
Affected persons should contact their personnel representative
for details.
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ADMINISTRATIVE INFORMATION
The Westvaco Corporation Savings and Investment Plan for Hourly
Paid Employees is a defined contribution plan for the eligible
hourly paid employees of Westvaco and any participating
subsidiaries. This booklet is the Summary Plan Description
prepared and distributed in accordance with the Employee
Retirement Income Security Act of 1974. THIS DOCUMENT
CONSTITUTES PART OF A PROSPECTUS COVERING SECURITIES THAT HAVE
BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. The benefits
provided by this Plan as well as important information regarding
membership, contributions and withdrawals are all explained in
earlier sections of the booklet. The following sections will
give you important legal information regarding the administration
of the Plan.
Plan Number
010
Plan Year
A consecutive 12-month period, beginning each October 1 and
ending the following September 30.
Employer Identification Number
13-1466285
Employer and Plan Sponsor
Westvaco Corporation
299 Park Avenue
New York, NY 10171
Telephone: (212) 688-5000
Participating Subsidiaries
Westvaco Development Corporation
WV Services, Inc.
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Corporate Benefits Office
Westvaco Corporate Center
1011 Boulder Springs Drive
Richmond, VA 23225
(804) 323-7948
Plan Administrator
Robert E. MacFadyen
Westvaco Corporation
1011 Boulder Springs Drive
Richmond, VA 23225
Telephone: (804) 323-7936
Trustee
Wachovia Bank of North Carolina, N.A.
301 North Main Street
Winston-Salem, North Carolina 27150
The Company may remove the Trustee or the Trustee may resign at
any time upon at least 60 days notice in writing by one party to
the other. Wachovia Bank of North Carolina N.A. is a subsidiary
of Wachovia Corporation which through another subsidiary,
Wachovia Bank of Georgia, renders usual commercial bank services
and from time to time may be a creditor of the Company or any of
its subsidiaries in respect to cash borrowing.
Agent for Service of Legal Process
It is anticipated that the Plan will be administered strictly in
accordance with its provisions and in compliance with all laws;
however, legal process, should the need occur, can be served on
the Plan by directing such legal process to:
John W. Hetherington
Vice President and Secretary
Westvaco Corporation
299 Park Avenue
New York, New York 10171
Service of legal process may also be made on the Plan Administrator or
Trustee.
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Plan Documents
This booklet describes only the major provisions of the Plan. It
is not a full statement of all the Plan details. These are
contained in the Plan Documents which govern the Plan. You or
your beneficiaries may review these documents as well as certain
reports filed with the Internal Revenue Service or US Department
of Labor, at your local personnel office if there are 50 or more
employees working at your location, or at the Corporate Plan
Administrator's office during working hours. You may also
request copies of any or all documents by writing to the Plan
Administrator. The Plan Administrator must provide the documents
within 30 days of receiving a written request and may also make a
reasonable charge for the copies.
Plan Termination and Amendments
Westvaco hopes and expects to continue the Plan indefinitely, but
does reserve the right to amend, modify, suspend, or terminate
the Plan, but not to retroactively reduce your rights. If the
Plan is terminated, the value of any contributions made for you
by Westvaco at the time of termination would be nonforfeitable,
even if you have less than five years of membership in the Plan.
Benefits under this Plan are not insured by the Pension Benefit
Guaranty Corporation because this Plan is a defined contribution
plan.
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Administration
The Savings and Investment Plan is a defined contribution plan,
the administration of which is divided among the Board of
Directors of Westvaco Corporation, the Benefit Plans
Administration Committee, the Plan Administrator, the Benefit
Plans Finance Committee, and the Trustee.
The administrative functions are divided as follows:
The Board of Directors (1) appoints the Trustee; (2) appoints the
accountants; and (3) authorizes amendments to the Plan that
materially affect benefits.
Westvaco's Chief Executive Officer designates the members and
terms of membership for the Benefit Plans Administration
Committee and the Benefit Plans Finance Committee.
The Benefit Plans Administration Committee or its delegates are
responsible for (1) the equitable and effective administration of the Plan,
including the maintenance of records of Plan participants,
determination of participants' eligibility to receive benefits,
and processing of claims for benefits under the Plan; (2)
determination of appeals of denied claims; and (3) assuring
compliance with ERISA and other applicable laws.
The Plan Administrator is a member of the Benefit Plans
Administration Committee and generally carries out those duties
of the committee involving ERISA compliance and related
correspondence with Plan participants and government agencies.
The Benefit Plans Finance Committee or its delegates are
responsible for the collection, safeguarding and payment of
monies under the Plan and for monitoring the performance of the
Trustee as custodian and investment manager.
The Trustee provides custodial and administrative duties for the
Plan, including accounting for Plan assets, making payments to
members or their beneficiaries, and investing Plan assets in
accordance with the requirements of the Plan.
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YOUR LEGAL RIGHTS
As a participant in this defined contribution plan, you are
entitled to certain rights under the Employee Retirement Income
Security Act of 1974 (ERISA).
You have the right to examine, without charge, at your personnel
representative's office or at the Plan Administrator's office,
the Plan and all supportive documents and copies of all documents
filed by the Plan with the US Department of Labor.
You may obtain copies of all Plan Documents and other Plan
information upon written request to the Plan Administrator. The
Company may make a reasonable charge for the copies. You are
entitled to receive a Summary Annual Report of the Plan's
financial activities each year, without charge.
You also have a right to expect that those people to whom the
Company has given the responsibility for the Plan's management
act prudently in administering the Plan and solely in the
interest of Plan participants. Under ERISA, these people are
called "fiduciaries" and may be required to make good any losses
they cause a plan through imprudence.
If you believe that a fiduciary has misused Plan assets, has
improperly denied you a Plan benefit, or has failed to furnish
you with requested documents within 30 days, you have the right
to file suit. The court will decide who should pay court costs
and legal fees and could require either party to pay all legal
costs. If you do not receive requested materials from the Plan
within 30 days, the court could require the responsible fiduciary
to pay up to $100 a day until you receive the materials, unless
the materials were not sent because of reasons beyond the control
of the fiduciary.
No one can discharge you or discriminate against you to prevent
you from obtaining benefits or exercising your rights under
ERISA. If your claim for a benefit is denied in whole or in
part, you must receive a written explanation of the reason for
the denial. You have the right to have the Plan review and
reconsider your claim.
If you have any questions about the Plan, you should contact your
personnel representative or the Plan Administrator. If you have
any questions about your rights under the law, you should contact
the nearest Area Office of the US Labor Management Service
Administration, Department of Labor.
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APPENDIX
DUE AND EFFECTIVE DATES FOR FORMS REQUIRED BY THE PLAN
Form Name Purpose Due Date Effective Date
Enrollment Form To begin Not less than First of the
participation 10 calendar month following
in the Plan days prior to receipt of the
the 1st of the form
month in which
contributions
are to begin
Notice of To reinstate Not less than First of the
Future Change or change 10 calendar month following
Election contributions days prior to receipt of the
Form in either the 1st of the form
Division month in which
change is to be
effective
In-service To withdraw Must be received in Approximately
Withdrawal savings Corporate office 10 days after
Form* from your no later than the valuation
Non-Deferred 4:15 p.m. ET on date for the
account the valuation transaction
date of the
transaction
Application Self-explanatory Must be received in Approximately
For Withdrawal Corporate office 10 days after
From Deferred no later than the valuation
Income 4:15 p.m. ET date for the
Division Based on the valuation transaction
on Financial date of the
Hardship* transaction
with complete
documentation
Application Self-explanatory Must be Approximately
For Withdrawal received in 10 days after the
From the Corporate valuation date for
Deferred office no the transaction
Income later than
Division (Age 4:15 p.m. ET
59 1/2)* on the
valuation date
of the
transaction
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APPENDIX (continued)
Form Name Purpose Due Date Effective Date
Rollover To delay Within 60 days As of the most
Election Form payment of from the date practicable
federal income the qualified valuation date
taxes and distribution
invest is received
a qualified
distribution**
into the Plan
Lump Sum To receive Must be Approximately
Distribution value of received in 10 days after
Form* accounts Corporate the valuation
on or after office no date for the
termination or later than transaction
death of a 4:15 p.m. ET
participant on the
valuation date
of the transaction
Periodic To receive Must be received Approximately
Payment Form* periodic or in Corporate 10 days afer the
partial office no later valuation date
payments up to than 4:15 p.m. ET for the transaction
the full value on the valuation
of accounts date of the
on or after transaction
termination or
death of a
participant
* These transactions can be cancelled up to and including 4:15
p.m. ET on the effective valuation date for the transaction,
provided written notice is received from the Plan participant
in the Corporate Benefits office by that deadline.
** Must be from a participant's immediately preceding employer.
Additional Note:
The Plan limits the number of times in a given period that you
may make changes or withdrawals; penalties may apply to
certain withdrawals. Additionally, submitting an application
for certain types of withdrawals does not mean that
withdrawal will automatically be approved. Consult previous
sections of this booklet for details.
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