WILLAMETTE INDUSTRIES INC
10-Q/A, 1995-05-19
PAPER MILLS
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<PAGE>
                SECURITIES AND EXCHANGE COMMISSION
                     Washington, D. C.  20549

                            FORM 10-Q/A
                            Amendment No.1        
      (x) QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d)
              OF THE SECURITIES EXCHANGE ACT OF 1934

                  For the Quarterly Period Ended
                         March 31, 1995

                  Commission File Number 0-3730



                   Willamette Industries, Inc.                    
     (Exact name of registrant as specified in its charter)



        State of Oregon                        93-0312940         
 (State or other jurisdiction of           (I.R.S. Employer
  incorporation or organization)            Identification No.)



    3800 First Interstate Tower, Portland, Oregon       97201     
       (Address of principal executive offices)       (Zip Code) 



Registrant's telephone number, including area code (503) 227-5581 

Indicate by check mark whether the registrant (1) has filed all 
reports required to be filed by Section 13 or 15 (d) of the 
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to 
file such reports), and (2) has been subject to such filing 
requirements for the past 90 days.

                                         Yes  x         No     

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.  
Common Stock, 50 cent par value:  55,060,773, May 1, 1995.
<PAGE>
 <TABLE>
 WILLAMETTE INDUSTRIES, INC. AND SUBSIDIARIES                                      FORM 10-Q
  CONSOLIDATED BALANCE SHEETS                                                          PART I
  (dollar amounts, except per share amounts, in thousands)                             ITEM 1

<CAPTION>

                                                                     March 31,    December 31,
                     ASSETS                                           1995            1994
                     ------                                     --------------    ------------
  <S>                                                           <C>               <C>
  Current assets:                                               
    Cash                                                        $      11,932          12,798
    Receivables, net of allowance
      for doubtful accounts of $5,309 and $5,278                      331,122         283,055
    Inventories (Note 2)                                              274,356         256,091
    Prepaid expenses and deposits on timber cutting contracts          55,244          52,710
                                                                  ------------    ------------
        Total current assets                                          672,654         604,654


  Timber, timberlands and related facilities, net                     510,906         509,075

  Property, plant and equipment, at cost less 
    accumulated depreciation of $1,350,626 and $1,301,882           1,896,463       1,863,505

  Other assets                                                         56,468          56,164
                                                                  ------------    ------------
        Total assets                                            $   3,136,491       3,033,398
                                                                  ============    ============
       LIABILITIES AND STOCKHOLDERS' EQUITY
       ------------------------------------
  Current liabilities:
    Current portion of long-term debt                           $     101,848          50,956
    Notes payable                                                      39,000         100,000
    Accounts payable, including book overdrafts
      of $53,901 and $48,589                                          176,960         173,549
    Accrued expenses                                                  136,981         118,667
    Accrued income taxes                                               53,759          22,954
                                                                  ------------    ------------
        Total current liabilities                                     508,548         466,126

  Deferred income taxes                                               255,908         231,717

  Other liabilities                                                    33,405          31,893

  Long-term debt                                                      865,858         915,797


  Stockholders' equity:
    Common stock, $.50 par value (55,052,827 and
      55,036,191 shares outstanding)                                   27,526          27,518
    Capital surplus                                                   294,429         293,756
    Retained earnings                                               1,150,817       1,066,591
                                                                  ------------    ------------
        Total stockholders' equity                                  1,472,772       1,387,865
                                                                  ------------    ------------
        Total liabilities & stockholders' equity                $   3,136,491       3,033,398
                                                                  ============    ============
</TABLE>
<PAGE>
WILLAMETTE INDUSTRIES, INC. AND SUBSIDIARIES                     FORM 10-Q
CONSOLIDATED STATEMENTS OF EARNINGS                                 PART I
(dollar amounts, except per share amounts, in thousands)            ITEM 1


                                                        Three Months Ended
                                                              March 31,
                                                      -----------------------
                                                        1995        1994
                                                      --------    --------

Net sales                                          $   900,638     679,701

Cost of sales                                          670,809     564,737
                                                       -------     -------
  Gross profit                                         229,829     114,964

Selling and administrative expenses                     49,402      45,431
                                                       -------     -------

  Operating earnings                                   180,427      69,533

Other income (expense), net                               (115)       (150)
                                                       -------     -------
                                                       180,312      69,383

Interest expense, net                                   19,201      15,912
                                                       -------     -------
  Earnings before taxes                                161,111      53,471

Provision for income taxes                              62,028      20,586
                                                       -------     -------
  Net earnings                                    $     99,083      32,885
                                                       =======     =======

Weighted average number of shares outstanding       55,042,806  54,984,014
                                                    ==========  ==========

Per share information:
  Net earnings                                    $       1.80        0.60
                                                         =====       =====

  Dividends                                       $       0.27        0.24
                                                         =====       =====
<PAGE>
<TABLE>
  WILLAMETTE INDUSTRIES, INC. AND SUBSIDIARIES                                    FORM 10-Q
  CONSOLIDATED STATEMENTS OF CASH FLOWS                                              PART I
  (dollar amounts in thousands)                                                      ITEM 1
<CAPTION>

                                                                      Three Months Ended
                                                                            March 31,
                                                                       ---------------------
                                                                         1995       1994
                                                                      ---------   ---------
  <S>                                                               <C>           <C>
  Cash flows from operating activities:
    Net earnings                                                    $    99,083      32,885
    Adjustments to reconcile net earnings to net cash
      provided by operating activities:
        Depreciation                                                     51,653      44,534
        Cost of fee timber harvested                                      5,528       5,404
        Other amortization                                                1,239         873
        Increase in deferred income taxes                                24,191       5,147

    Changes in working capital items:
        Accounts receivable                                             (48,067)    (30,379)
        Inventories                                                     (18,265)    (15,730)
        Prepaid expenses and deposits on timber cutting contracts        (2,534)      1,142
        Accounts payable and accrued expenses                            21,725       6,315
        Accrued income taxes                                             30,805      12,736
                                                                      ---------   ---------
    Net cash provided by operating activities                           165,358      62,927
                                                                      ---------   ---------
  Cash flows from investing activities:
        Proceeds from sale of equipment                                     296         919
        Expenditures for property, plant and equipment                  (84,918)    (68,316)
        Expenditures for timber and timberlands, net                     (6,487)     (9,123)
        Expenditures for roads and reforestation                         (1,833)     (1,850)
        Other                                                               984       4,206
                                                                      ---------   ---------
    Net cash used in investing activities                               (91,958)    (74,164)
                                                                      ---------   ---------
  Cash flows from financing activities:
        Debt borrowings                                                   1,165      12,000
        Proceeds from sale of capital stock                                 638       4,709
        Cash dividends                                                  (14,857)    (13,199)
        Payment on debt                                                 (61,212)       (248)
                                                                      ---------   ---------
    Net cash provided by financing activities                           (74,266)      3,262
                                                                      ---------   ---------

  Net change in cash                                                       (866)     (7,975)
  Cash at beginning of period                                            12,798       9,543
                                                                      ---------   ---------
  Cash at end of period                                             $    11,932       1,568
                                                                      =========   =========

  Supplemental disclosures of cash flow information:
    Cash paid during the year for:
      Interest (net of amount capitalized)                          $    19,293      15,404
                                                                      =========   =========

      Income taxes                                                  $     7,032       1,106
                                                                      =========   =========

</TABLE>
<PAGE>
                                                                     FORM 10-Q
                                                                        PART I


                 WILLAMETTE INDUSTRIES, INC. AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                March 31, 1995


Note 1    The information furnished in this report reflects all adjustments
          which are, in the opinion of management, necessary to a fair
          statement of the results for the interim periods presented. 

Note 2    The components of inventories are as follows (thousands of
          dollars):

                                         March 31,     December 31, 
                                           1995            1994    
                                         ---------     ------------
           Finished product              $ 85,184         72,229
           Work in process                  6,907          6,794 
           Raw material                   118,164        114,596
           Supplies                        64,101         62,472
           
                                         $274,356        256,091
                                   
           Other notes have been omitted pursuant to Rule 10-01(a)(5) of
           Regulation S-X.
<PAGE>
                                   SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to this report to be signed on its
behalf by the undersigned thereunto duly authorized.

WILLAMETTE INDUSTRIES, INC.



                                   By   /s/J. A. Parsons               
                                   J. A. Parsons
                                   Executive Vice President
                                   Principal Financial Officer

Date:  May 19, 1995
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