WESTVACO CORP
S-3/A, 1998-05-04
PAPER MILLS
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               SECURITIES AND EXCHANGE COMMISSION
                                
                        AMENDMENT NO. 1 
                               TO
                            FORM S-3
    REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
                                               
                      WESTVACO CORPORATION
     (Exact name of registrant as specified in its charter)
                                
                           Delaware 
  (State or other jurisdiction of Incorporation or organization) 
                                
                           13-1466285
              (I.R.S. Employer Identification No.)
                                
                        299 Park Avenue
                    New York, New York 10171
                          212-688-5000
   (Address, including zip code, and telephone number, including
      area code, of registrant's principal executive offices)
                                 
       JOHN W. HETHERINGTON, Vice President and Secretary
                      WESTVACO CORPORATION
                        299 Park Avenue
                    New York, New York 10171
                          212-688-5000
 (Name, address, including zip code, and telephone number, 
       including area code, of agent for service)
                                 
    Copy to: Wendell L. Willkie, II, Esq. Senior Vice President
              and General Counsel, Westvaco Corporation
                                
Approximate date of commencement of proposed sale to the public:
From time to time after the effective date of this Registration 
Statement
                                 
If the only securities being registered on this Form are being
offered pursuant to dividend or interest reinvestment plans, 
please check the following box. [ ]
  
If any of the securities being registered on this Form are being 
offered on a delayed or continuous basis pursuant to Rule 415 under 
the Securities Act of 1933, other than securities offered only in 
connection with dividend reinvestment or interest reinvestment plans, 
check the following box.  [x]
  
If this Form is filed to register additional securities for an 
offering pursuant to Rule 462(b) under the Securities Act, please 
check the following box and list the Securities Act registration 
statement number of the earlier effective registration statement 
for the same offering. [ ]
  
If delivery of the prospectus is expected to be made pursuant to 
Rule 434, please check the following box.  [ ]
  
  



  
The Registrant hereby amends this Registration Statement on
such date or dates as may be necessary to delay its effective
date until the Registrant shall file a further amendment which
specifically states that this Registration Statement shall
thereafter become effective in accordance with Section 8 (a)
of the Securities Act of 1933 or until this Registration
Statement shall become effective on such date as the
Commission, acting pursuant to said Section 8 (a), may
determine.



 SIGNATURES
  
Pursuant to the requirements of the Securities Act of 1933,
Westvaco Corporation has duly caused this Amendment No. 1 to
Form S-3 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 this 4th day of May 1998.
  
                   WESTVACO CORPORATION
  
  
                   By     John A. Luke, Jr.
                  Chairman, 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 the capacities and on the dates
  indicated.
  
  Principal Executive Officer:
  
  John A. Luke, Jr.      Chairman, President and
                          Chief Executive Officer       May 4, 1998
  
  
  Principal Financial Officer:
  
  James E. Stoveken, Jr. Senior Vice President          May 4, 1998
  
  
  Principal Accounting Officer:
  John E. Banu           Comptroller                    May 4, 1998
 
 
 Constituting At Least A Majority Of The Directors:
  
  Samuel W. Bodman III           Douglas S. Luke  
  W. L. Lyons Brown, Jr.         John A. Luke, Jr.
  Thomas W. Cole, Jr.            William R. Miller
  David L. Hopkins, Jr.          Jane L. Warner
  Rudolph G. Johnstone, Jr.    Richard A. Zimmerman    
  
  By  James E. Stoveken, Jr. 
      Attorney-in-Fact                                  May 4, 1998


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