<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
------------------
FORM 11-K
X Annual Report Pursuant to Section 15(d)
of the Securities Exchange Act of 1934
Transition Report Pursuant to Section 15(d)
of the Securities Exchange Act of 1934
------------------
For the fiscal year ended
December 30, 1993
Commission file number 0-3730
A. Full title of the plan and address of the plan:
WILLAMETTE INDUSTRIES
STOCK PURCHASE PLAN
3800 First Interstate Tower
1300 S.W. Fifth Avenue
Portland, Oregon 97201
B. Name of issuer of the securities held pursuant
to the plan and the address of its principal
executive office:
WILLAMETTE INDUSTRIES, INC.
3800 First Interstate Tower
1300 S.W. Fifth Avenue
Portland, Oregon 97201
<PAGE>
WILLAMETTE INDUSTRIES STOCK PURCHASE PLAN
Index to Financial Statements and Schedules
Independent Auditors' Report dated March 26, 1993. . . . . . . . . . . . . . 1
Statement of Net Assets Available for Benefits at
December 30, 1992 and 1991 . . . . . . . . . . . . . . . . . . . . . 2-3
Statements of Changes in Net Assets Available for Benefits
for the years ended December 30, 1992 and 1991 . . . . . . . . . . . 4-5
Notes to Financial Statements. . . . . . . . . . . . . . . . . . . . . . .6-10
Schedules I and II . . . . . . . . . . . . . . . . . . . . . . . . . . . 11-12
Schedule III has been omitted for the reason that it is not
applicable.
Exhibit 23 - Consent of Independent Accountants to the
incorporation by reference of their report dated
April 30, 1993 to Form S-8 on Registration
Statement No. 2-89514.
<PAGE>
KPMG Peat Marwick
Certified Public Accountants
Suite 2000
1211 South West Fifth Avenue
Portland, OR 97204
Independent Auditors' Report
Willamette Industries Stock Purchase
Plan Committee
Willamette Industries Stock Purchase Plan:
We have audited the accompanying statements of net assets
available for benefits of Willamette Industries Stock Purchase
Plan as of December 30, 1993 and 1992, and the related statements
of changes in net assets available for benefits for the years
then ended. These financial statements are the responsibility of
the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the net assets
available for benefits as of December 30, 1993 and 1992, and the
changes in net assets available for benefits for the years then
ended in conformity with generally accepted accounting
principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplementary
information included in Schedules I and II is presented for
purposes of complying with the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974 and is not a required part
of the basic financial statements. The supplemental information
has been subjected to the auditing procedures applied in the
audits of the basic financial statements and, in our opinion, is
fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
KPMG Peat Marwick
April 11, 1994
- 1 -<PAGE>
<TABLE>
<CAPTION>
WILLAMETTE INDUSTRIES STOCK PURCHASE PLAN
Statement of Net Assets
Available for Benefits
December 30, 1993
Balanced Fixed
investment income Stock
Assets fund fund fund Total
______ __________ _________ ___________ ___________
<S> <C> <C> <C> <C>
Investments at fair value:
Mutual funds $6,454,604 -- -- 6,454,605
Common stock - Willamette
Industries, Inc.;
4,041,444 shares -- -- 200,051,478 200,051,478
Money market fund 90,029 38,598 960,400 1,089,027
Investments at contract value -
Common fund -- 3,415,291 -- 3,415,291
__________ _________ ___________ ___________
Total investments 6,544,634 3,453,889 201,011,878 211,010,401
Cash 76 42 1,882 2,000
__________ _________ ___________ ___________
Total assets 6,544,710 3,453,931 201,013,760 211,012,401
Liabilities
___________
Benefits payable 14,051 4,645 872,589 891,285
_________ _________ ___________ ___________
Net assets available
for distribution $6,530,659 3,449,286 200,141,171 210,121,116
========== ========= =========== ===========
See accompanying notes to financial statements.
</TABLE>
- 2 -
<PAGE>
<TABLE>
<CAPTION>
WILLAMETTE INDUSTRIES STOCK PURCHASE PLAN
Statement of Net Assets
Available for Benefits
December 30, 1992
Balanced Fixed
investment income Stock
Assets fund fund fund Total
______ __________ _________ ___________ ___________
<S> <C> <C> <C> <C>
Investments at fair value:
Mutual funds $5,339,195 -- -- 5,339,195
Common stock - Willamette
Industries, Inc.;
3,828,620 shares -- -- 157,930,575 157,930,575
Money market fund 81,246 35,153 831,667 948,066
Investments at contract value -
Common fund -- 3,335,769 -- 3,335,769
__________ _________ ___________ ___________
Total investments 5,420,441 3,370,922 158,762,242 167,553,605
Accrued interest receivables 27 8 2,835 2,870
__________ _________ ___________ ___________
Total assets 5,420,468 3,370,930 158,765,077 167,556,475
Liabilities
___________
Benefits payable 83,213 128,012 618,354 829,579
_________ _________ ___________ ___________
Net assets available
for distribution $5,337,255 3,242,918 158,146,723 166,726,896
========== ========= =========== ===========
See accompanying notes to financial statements.
</TABLE>
- 3 -
<PAGE>
<TABLE>
<CAPTION>
WILLAMETTE INDUSTRIES STOCK PURCHASE PLAN
Statement of Net Assets
Available for Benefits
Year ended December 30, 1993
Balanced Fixed
investment income Stock
Assets fund fund fund Total
______ __________ _________ ___________ ___________
<S> <C> <C> <C> <C>
Additions to net assets
attributed to:
Dividends $ 184,281 -- 3,463,300 3,647,581
Interest and other income 1,508 186,937 13,875 202,320
__________ _________ ___________ ___________
Total investment income 185,789 186,937 3,477,175 3,849,901
__________ _________ ___________ ___________
Contributions (note 1):
Employer -- -- 6,610,814 6,610,814
Employee 1,143,371 487,389 5,092,730 6,723,490
__________ _________ ___________ ___________
Total contributions 1,143,371 487,389 11,703,544 13,334,304
__________ _________ ___________ ___________
Transfers from other plans (note 5) 60,273 47,145 -- 107,418
__________ _________ ___________ ___________
Total additions 1,389,433 721,471 15,180,719 17,291,623
Deductions from net assets
attributed to:
Payments and stock distributions
to participants (378,969) (492,495) (7,584,969) (8,457,433)
Net appreciation in fair value
of investments 161,332 -- 34,398,698 34,560,030
Interfund transfers 22,608 (22,608) -- --
__________ _________ ___________ ___________
Net increase in assets 1,193,404 206,368 41,994,448 43,394,220
Net assets available for benefits:
Beginning of year 5,337,255 3,242,918 158,146,723 166,726,896
__________ _________ ___________ ___________
End of year $6,530,659 3,449,286 200,141,171 210,121,116
========== ========= =========== ===========
See accompanying notes to financial statements.
</TABLE>
- 4 -
<PAGE>
<TABLE>
<CAPTION>
WILLAMETTE INDUSTRIES STOCK PURCHASE PLAN
Statement of Net Assets
Available for Benefits
Year ended December 30, 1992
Balanced Fixed
investment income Stock
Assets fund fund fund Total
______ __________ _________ ___________ ___________
<S> <C> <C> <C> <C>
Additions to net assets
attributed to:
Dividends $ 161,042 -- 3,158,959 3,320,001
Interest and other income 3,350 212,320 70,111 285,781
__________ _________ ___________ ___________
Total investment income 164,392 212,320 3,229,070 3,605,782
__________ _________ ___________ ___________
Contributions (note 1):
Employer -- -- 5,816,881 5,816,881
Employee 1,039,240 440,707 4,336,934 5,816,881
__________ _________ ___________ ___________
Total contributions 1,039,240 440,707 10,153,815 11,633,762
__________ _________ ___________ ___________
Transfers from other plans (note 5) 2,518,3062,424,616 -- 4,942,922
__________ _________ ___________ ___________
Total additions 3,721,938 3,077,643 13,382,885 20,182,466
Deductions from net assets
attributed to:
Payments and stock distributions
to participants (462,281) (550,813) (9,040,059) (10,053,153)
Net appreciation in fair value
of investments (note 2) 213,606 -- 43,828,417 44,042,023
Interfund transfers 81,837 (81,837) -- --
__________ _________ ___________ ___________
Net increase in assets 3,555,100 2,444,993 48,171,243 54,171,336
Net assets available for benefits:
Beginning of year 1,782,155 797,925 109,975,480 112,555,560
__________ _________ ___________ ___________
End of year $5,337,255 3,242,918 158,146,723 166,726,896
========== ========= =========== ===========
See accompanying notes to financial statements.
</TABLE>
- 5 -
<PAGE>
Willamette Industries Stock Purchase Plan
Notes to Financial Statements
December 30, 1993 and 1992
(1) Description of the Plan
The following description of the Willamette Industries
Stock Purchase Plan (the Plan) is provided for general
information purposes only. Participants should refer
to the Summary Plan Description for more complete
information.
(a) General
Eligible employees may elect to enroll in the Plan on
the annual enrollment date following six months of
service. The Plan is subject to the provisions of the
Employee Retirement Income Security Act of 1974
(ERISA).
(b) Contributions
Eligible employees of Willamette Industries, Inc.
(the Company) and its participating subsidiaries
may contribute up to 6% of their regular monthly
gross cash earnings. The Company and its
participating subsidiaries contribute monthly an
amount equal to 100% of the contributions of its
employees up to 6%, less the amount of any
forfeitures.
The Plan provides for a qualified cash or deferred
arrangement as defined in Section 401(k) of the
Internal Revenue Code. Participating employees
may elect one of two methods of making employee
contributions. A participant may elect to make
either:
1) Pre-tax contributions ("deferred
contributions") which will not be included in
the participant's current earnings for
federal income tax purposes; or
2) After-tax contributions ("nondeferred
contributions") which will be included in the
participant's current earnings for federal
income tax purposes.
Participating employees may direct that their own
contributions be invested in (a) a fixed income
fund holding primarily guaranteed insurance
contracts, (b) a balanced investment fund holding
primarily stocks and bonds, or (c) a stock fund
holding common stock of the Company. The
(Continued)
- 6 -
<PAGE>
Willamette Industries Stock Purchase Plan
Notes to Financial Statements
contributions can be allocated among the three
investment choices in multiples of 25%. The investment
shares can be changed as of any January 1 or July 1.
In addition, prior contributions invested in the fixed
income fund may be moved to the balanced investments,
and vice versa. However, prior contributions may not
be moved from or to the fund holding Willamette
Industries, Inc. common stock.
Participating companies' contributions for the years
ended December 30, 1993 and 1992 were as follows:
1993 1993
____ ____
Willamette Industries, Inc. $12,811,496 10,542,998
Wimer Logging Co. 44,160 42,216
Penntech Papers, Inc. -- 444,358
Bohemia Inc. 478,648 604,190
___________ __________
Total $13,334,304 11,633,762
=========== ==========
On December 31, 1992, Penntech Papers, Inc. was merged
into Willamette Industries, Inc.
(c) Participant Accounts
Each participant's account is credited with the
participant's and employer contributions and an
allocation of Plan earnings. Allocations are
based on participant earnings and account
balances, as defined in the Plan.
(d) Vesting
A participant's interest in their Employee Contribution
Account is always fully vested and is not subject to
forfeiture.
A participant's interest in their Employer Contribution
Account fully vests when they: (i) attain age 65;
(ii) complete five years of service; (iii) die, or
(iv) become totally and permanently disabled, whichever
comes first.
Any part of a participant's Employer Contribution
Account which is not vested at the time employment
terminates is forfeited when they incur five
(continued)
- 7 -
<PAGE>
Willamette Industries Stock Purchase Plan
Notes to Financial Statements
consecutive one-year periods of severance. A
participant with less than a 100% vested interest in
their Employer Contribution Account who voluntarily
withdraws from the Plan does not forfeit the remainder
of the account merely by reason of withdrawal; the
vested percentage in the remainder continues to
increase in accordance with their years of service.
If there is a complete discontinuance of contributions
to the Plan by an employer, then all participants
employed by such employer become fully vested in their
Employer Contribution Accounts.
(e) Forfeitures
An employer's contribution is reduced by an amount
equal to the forfeiture of participants employed by
that employer. The forfeitures are allocated among the
other participants employed by that employer in
proportion to their contributions. In 1985, the Plan
was amended so that a forfeiture of the account shall
be deemed to occur as of the close of the plan year in
which the participant incurs five consecutive one-year
periods of severance. The 1993 employer's contribution
has been reduced by $112,676 as a result of
forfeitures.
There are approximately 35,600 shares of Company stock
subject to forfeiture relating to terminated employees
as of December 30, 1993.
(f) Withdrawals
The Plan provides for participants, during their
employment, to seek a withdrawal based upon financial
hardship as determined by the Plan Administrator in
accordance with Federal guidelines. A participant
whose employment terminates for any reason is entitled
to a lump sum distribution of the vested portion of
their account.
(2) Summary of Significant Accounting Policies
(a) Basis of Accounting
The Plan prepares its financial statements on the
accrual basis of accounting in accordance with
generally accepted accounting principles.
(Continued)
- 8 -
<PAGE>
Willamette Industries Stock Purchase Plan
Notes to Financial Statements
(b) Valuation of Investments
The investments of the Plan are administered by
First Interstate Bank of Oregon. Assets are
invested in mutual funds (Balanced Fund II), a
common fund (Bankers Guaranteed Investment
Contract (GIC) Fund) and Willamette Industries,
Inc. common stock. The Balanced Fund II mutual
fund is valued at quoted market prices, while the
Bankers GIC Fund is recorded at contract value.
Willamette Industries, Inc. common stock is valued at
the quoted market price with all purchases and sales
recorded on a trade-date basis. Short-term and
temporary investments (including money market funds)
are valued at cost, which approximates market.
(c) Expenses of the Plan
All expenses incurred in the administration of the
Plan, including legal fees, accounting fees, Trustee's
fees and other charges of the plan are charged to and
paid by the plan sponsor.
(d) Reclassifications
Certain amounts for 1992 have been reclassified to
conform with the 1993 presentation.
(3) Plan Termination
The Board of Directors of the Company have reserved the
right to amend or terminate the Plan. A participating
employer may also terminate the Plan at any time with
respect to its employees. No amendment may reduce the
accrued benefits of any participant or give an employer any
interest in the trust assets of the Plan. In the event of
termination of the Plan, a participant with respect to whom
the Plan has been terminated becomes fully vested in his
Employer Contribution Account.
(4) Income Taxes
The Plan obtained its latest determination letter on
March 21, 1990, in which the Internal Revenue Service stated
that the Plan, as then designed, was in compliance with the
applicable requirements of the Internal Revenue Code. This
ruling does not reflect the most recent Plan amendments.
(Continued)
- 9 -
<PAGE>
Willamette Industries Stock Purchase Plan
Notes to Financial Statements
The plan administrator and the Plan's tax counsel are
currently reviewing the Plan to determine whether the Plan
is designed and being operated in compliance with the
requirements of the Internal Revenue Code Section 401(a) and
the related trust is exempt under Internal Revenue Code
Section 501(a). If the Plan is not in compliance, the
Company intends to take corrective actions to meet the
requirements of the Internal Revenue Code.
Amounts contributed to the Plan by the employer are not
taxed to the employee until distribution upon retirement or
other termination. Employee after-tax contributions are
taxable in the year made but not upon distribution.
Employees may elect to make pre-tax contributions which are
not included in the employee's current earnings for federal
income tax purposes, but rather are taxable upon distribu-
tion. Any increase in the value of common stock distributed
is taxable to the employee when the stock is sold.
(5) Transfers From Other Plans
The sponsor of the Bohemia Inc. 401(k) Profit Sharing
Plan was acquired by the Plan's sponsor during 1991.
As a result, the Bohemia Inc. 401(k) Profit Sharing
Plan was terminated on December 31, 1991, and effective
January 1, 1992 certain amounts from this plan were
transferred to the Willamette Industries Stock Purchase
Plan. Approximately $2.5 million and $2.4 million was
transferred to the Plan's balanced investment fund and
fixed income fund, respectively in 1992. Transfers
from other plans in 1993 resulted from hourly employees
becoming salaried employees.
(6) Subsequent Events
Effective January 1, 1994, the Balanced Fund II and
Bankers Guaranteed Investment Contract Fund managed by
First Interstate Bank of Oregon have been discontinued
and replaced by the following:
Fund Manager
____ _______
Stable Asset Fund (GIC) Morley Capital
Balanced Fund Fidelity
Equity Fund Fidelity
Participant accounts in the previous funds were
reallocated to these new funds based on participant
election.
Effective January 1, 1994, the maximum contribution limit
was increased to 7% of eligible salary. The Company will
continue to match each participant's contribution up to 6%.
- 10 -
<PAGE>
<TABLE>
<CAPTION>
Schedule I
__________
Willamette Industries Stock Purchase Plan
Item 27a - Schedule of Assets Held
for Investment Purposes
December 30, 1993
Description of Current
Identity of issue investment Cost value
_________________ __________________________ ____________ ___________
<S> <C> <C> <C>
Westcore A Money market mutual fund -
1,089,027 shares $ 1,089,027 1,089,027
============ ===========
Willamette
Industries, Inc. Common stock - 4,041,444
shares $ 84,965,134 200,051,478
============ ===========
Bankers GIC Fund Common fund - 3,415,291
shares
$ 3,415,291 3,415,291
============ ===========
Balanced Fund II Common fund - 346,649
shares
$ 6,341,090 6,454,605
============ ===========
</TABLE>
- 12 -
<PAGE>
<TABLE>
<CAPTION>
Schedule II
___________
WILLAMETTE INDUSTRIES STOCK PURCHASE PLAN
Item 27d - Schedule of Reportable Transactions
Year ended December 30, 1993
Number Book
Identity of Description Number Purchase of sales orSelling value Net
party involved of assets of purchases price disbursementsprice at sale gain
______________________________________________________________________________________________________
<S> <C> <C> <C> <C> <C> <C> <C>
Willamette Industries, Inc.Common stock86 $15,003,890 255 $ 7,281,686 3,023,9154,257,771
First Interstate Bank of
Oregon, N.A. Benefits TrustMoney Market
Trust Westcore Fund 71 16,701,490 110 16,560,52916,560,529 --
</TABLE>
- 13 -
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the Plan)
have duly caused this annual report to be signed by the
undersigned thereunto duly authorized.
WILLAMETTE INDUSTRIES
STOCK PURCHASE PLAN
(Name of Plan)
by: WILLAMETTE INDUSTRIES STOCK
PURCHASE PLAN COMMITTEE
By: /s/J. A. Parsons
----------------------------
J. A. Parsons, Secretary
Dated: April 21, 1994
- 13 -
<PAGE>
<PAGE>
KPMG Peat Marwick
Certified Public Accountants
Suite 2000
1211 South West Fifth Avenue
Portland, OR 97204
Consent of Independent Auditors
_______________________________
The Board of Directors
Willamette Industries, Inc.:
We consent to incorporation by reference in the Registration
Statement No. 2-89514 on Form S-8 of Willamette Industries, Inc.
of our report dated April 11, 1994 relating to the statements of
net assets available for distribution of Willamette Industries
Stock Purchase Plan as of December 30, 1993 and 1992, and the
related statements of changes in net assets available for
distribution and supporting schedule for the years then ended,
which report appears in the December 30, 1993 annual report on
Form 11-K of Willamette Industries Stock Purchase Plan.
KPMG PEAT MARWICK
April 21, 1994<PAGE>
