JAMES RIVER CORP OF VIRGINIA
10-Q, 1995-08-07
PAPER MILLS
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                 SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 20549
                                  
                                  
                                  
                              FORM 10-Q
                                  
                                  
             QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
               OF THE SECURITIES EXCHANGE ACT OF 1934
                                  
                                  
For Quarter Ended:  June 25, 1995 Commission File Number:  1-7911


                 JAMES RIVER CORPORATION of Virginia
       (Exact name of registrant as specified in its charter)
                                  
                                  
           Virginia                          54-0848173
(State or other jurisdiction of           (I.R.S. Employer
incorporation or organization)          Identification No.)


120 Tredegar Street, Richmond, VA              23219
(Address of principal executive offices)     (Zip Code)


 Registrant's telephone number, including area code:  (804) 644-5411
                                  
                                  
                           Not Applicable
        (Former name, former address, and former fiscal year,
                    if changed since last report)
                                  
                                  
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, and (2) has been
subject to such filing requirements for the past 90 days.

                                                    Yes  X         No
                                                                     
Number  of  shares of $.10 par value common stock outstanding  as  of
August 1, 1995:

                          82,369,462 shares




                       JAMES RIVER CORPORATION
                             of Virginia
                    QUARTERLY REPORT ON FORM 10-Q
                            June 25, 1995
                                  
                                  
                          TABLE OF CONTENTS

                                                             Page No.
PART I.  FINANCIAL INFORMATION:

     ITEM 1.  Financial Statements:
          
          Consolidated Balance Sheets as of June 25, 1995 and
              December 25, 1994                                 3
          
          Consolidated Statements of Operations for the quarters and
              six months ended June 25, 1995 and June 26, 1994  5
          
          Consolidated  Statements of Cash Flows for the six months
              ended June 25, 1995 and June 26, 1994             6
          
          Notes to Consolidated Financial Statements            7
          
     ITEM 2.  Management's Discussion and Analysis of Financial
              Condition and Results of Operations              14
     
     
PART II.  OTHER INFORMATION:

     ITEM 1.  Legal Proceedings                                 17
     
     ITEM 2.  Changes in Securities                             17
     
     ITEM 3.  Defaults Upon Senior Securities                   17
     
     ITEM 4.  Submission of Matters to a Vote of
                Security Holders                                17
     
     ITEM 5.  Other Information                                 18
     
     ITEM 6.  Exhibits and Reports on Form 8-K                  18
     
     SIGNATURES                                                 20
     



PART I.     FINANCIAL INFORMATION

Item 1.  FINANCIAL STATEMENTS

                       JAMES RIVER CORPORATION
                    of Virginia and Subsidiaries
                     CONSOLIDATED BALANCE SHEETS
                 June 25, 1995 and December 25, 1994
                  (in thousands, except share data)
                                  
                                                  June    December
                                                  1995        1994
ASSETS                                                            
                                                                  
Current assets:                                                   
  Cash and cash equivalents                    $45,746     $59,296
  Accounts receivable                          960,038     913,501
  Inventories                                  896,421     844,111
  Prepaid expenses and other current assets     69,014      63,496
  Deferred income taxes                         93,865      95,126
                                                                  
    Total current assets                     2,065,084   1,975,530
                                                                  
Property, plant and equipment                7,191,154   6,925,036
Accumulated depreciation                    (2,467,014) (2,245,137)
                                                                  
    Net property, plant and equipment        4,724,140   4,679,899
                                                                  
Investments in affiliates                      126,693     125,097
                                                                  
Other assets                                   368,455     367,770
                                                                  
Goodwill                                       804,666     776,032
                                                                  
    Total assets                            $8,089,038  $7,924,328
                                                                  
                                  
             The accompanying notes are an integral part
              of the consolidated financial statements.





                       JAMES RIVER CORPORATION
                    of Virginia and Subsidiaries
               CONSOLIDATED BALANCE SHEETS, Continued
                  (in thousands, except share data)
                                  
                                                 June    December
                                                 1995        1994
LIABILITIES AND SHAREHOLDERS' EQUITY                             
                                                                 
Current liabilities:                                             
  Accounts payable                           $607,191    $597,141
  Accrued liabilities                         548,594     513,599
  Short-term borrowings                                   225,132
  Current portion of long-term debt           229,484     221,367
  Income taxes payable                         18,730      11,647
                                                                 
    Total current liabilities               1,403,999   1,568,886
                                                                 
Long-term debt                              2,857,331   2,667,960
Accrued postretirement benefits                                  
  other than pensions                         552,693     545,009
Deferred income taxes                         585,704     594,793
Other long-term liabilities                   318,059     231,129
Minority interests                            167,812     154,930
                                                                 
Preferred stock, $10 par value, 5,000,000                        
  shares authorized, issuable in series;                         
  shares outstanding,
  June 25, 1995 -- 3,630,584 and
  December 25, 1994 -- 3,630,604              740,269     740,303
                                                                 
Common stock, $.10 par value, 150,000,000                        
  shares authorized; shares outstanding,                         
  June 25, 1995 -- 81,982,221 and                                
  December 25, 1994 -- 81,695,419               8,198       8,170
                                                                 
Additional paid-in capital                  1,217,677   1,211,904
Retained earnings                             237,296     201,244
                                                                 
    Total liabilities and shareholders' 
      equtiy                               $8,089,038  $7,924,328

                                                                 
                                  
             The accompanying notes are an integral part
              of the consolidated financial statements.


<TABLE>


                             JAMES RIVER CORPORATION
                          of Virginia and Subsidiaries
                      CONSOLIDATED STATEMENTS OF OPERATIONS
           For the Quarters (13 Weeks) and Six Months (26 Weeks) Ended
                         June 25, 1995 and June 26, 1994
                    (in thousands, except per share amounts)

<CAPTION>                                        
                                                    Second Quarter            Six Months 
                                                   1995       1994         1995        1994
                                                                                           
<S>                                          <C>        <C>          <C>         <C>
Net sales                                    $1,812,107 $1,198,145   $3,449,391  $2,303,648
Cost of goods sold                            1,403,446    990,697    2,703,828   1,925,563
Selling and administrative expenses             280,115    164,983      522,411     315,315
Severance and other items                                                 8,271            
                                                                                           
  Income from operations                        128,546     42,465      214,881      62,770
                                                                                           
Interest expense                                 60,128     36,553      120,401      71,510
Other income, net                                 7,833     15,434       18,548      17,695
                                                                                           
  Income before income taxes and minority
    interest                                     76,251     21,346      113,028       8,955
                                                                                           
Income tax expense                               32,786      8,521       48,600       3,546
                                                                                           
  Income before minority interests               43,465     12,825       64,428       5,409
                                                                                           
Minority interests                               (1,702)        75         (522)        405
                                                                                           
  Net income                                    $41,763    $12,900      $63,906      $5,814
                                                                                           
Preferred dividend requirements                 (14,643)    (8,201)     (29,286)    (16,403)
                                                                                           
  Net income (loss) applicable to common  
    shares                                      $27,120     $4,699      $34,620    $(10,589)
                                                                                           
Net income (loss) per common share and                                                     
  common share equivalent                          $.33       $.06         $.42       $(.13)
                                                                                           
Cash dividends per common share                    $.15       $.15         $.30        $.30
                                                                                           
Weighted average number of common shares                                                   
  and common share equivalents                   83,368     81,901       83,237      81,883
                                                                                           
                                        
                   The accompanying notes are an integral part
                    of the consolidated financial statements.

</TABLE>
                       JAMES RIVER CORPORATION
                    of Virginia and Subsidiaries
                CONSOLIDATED STATEMENTS OF CASH FLOWS
                 For the Six Months (26 Weeks) Ended
                   June 25, 1995 and June 26, 1994
                           (in thousands)
                                                         1995         1994
Cash provided by (used for) operating                                     
activities:
  Net income                                          $63,906       $5,814
  Items not affecting cash:                                               
    Depreciation expense and cost of timber harvested 234,892      178,038
    Deferred income tax provision                       8,704          662
    Equity in earnings of unconsolidated affiliates   (11,483)      (4,164)
    Severance and other items                           8,271             
    Retirement benefits expense in excess of funding    7,505       14,044
    Amortization of goodwill                           11,399        2,358
    Other noncash items                                 4,410        6,757
  Change in current assets and liabilities:                               
    Accounts receivable                               (16,237)     (21,496)
    Inventories                                       (37,548)     (35,665)
    Prepaid expenses and other current assets         (10,433)        (907)
    Accounts payable and accrued liabilities            3,091      (17,739)
    Other current liabilities                           9,285      (14,337)
  Dividends received from unconsolidated affiliates    17,996             
  Other, net                                           (8,280)      (5,263)
                                                                          
      Cash provided by operating activities           285,478      108,102
Cash provided by (used for) investing activities:           
  Expenditures for property, plant and equipment     (208,707)    (143,363)
  Cash received from sale of assets                     2,843        8,935
  Proceeds on sale of partnership option               24,327             
  Investments in affiliates                                        (12,108)
  Other, net                                           12,625        2,777
                                                                          
      Cash used for investing activities             (168,912)    (143,759)
Cash provided by (used for) financing activities:
  Additions to long-term debt                           6,321       98,568
  Payments of long-term debt                          (88,078)     (21,083)
  Common and preferred stock cash dividends paid      (53,800)     (40,907)
  Other, net                                            5,441       (1,399)
                                                                          
      Cash provided by (used for) financing 
        activities                                   (130,116)      35,179
Decrease in cash and cash equivalents                 (13,550)        (478)
Cash and cash equivalents, beginning of period         59,296       23,620
                                                                          
Cash and cash equivalents, end of period              $45,746      $23,142
                                                                          
             The accompanying notes are an integral part
              of the consolidated financial statements.
                                  
                                  
                                  
                                  
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.   Basis of Presentation

      In  the  opinion  of  management,  the  accompanying  unaudited
consolidated  financial  statements of  James  River  Corporation  of
Virginia  and  Subsidiaries (the "Company" or "James River")  contain
all  adjustments  (consisting  of  only  normal  recurring  accruals)
necessary  to  present  fairly the Company's  consolidated  financial
position as of June 25, 1995, and its results of operations  for  the
quarters  (13  weeks) and the six months (26 weeks)  ended  June  25,
1995,  and June 26, 1994, and its cash flows for the six months  then
ended.   The balance sheet as of December 25, 1994, was derived  from
audited  financial  statements  as of  that  date.   The  results  of
operations  for  the  six  months  ended  June  25,  1995,  are   not
necessarily  indicative of the results to be expected  for  the  full
year.   The results of Jamont N.V. ("Jamont"), the Company's European
consumer  products subsidiary, are included on the basis  of  closing
dates which lag the Company's fiscal periods by one month.

      Certain  amounts in the prior year's financial  statements  and
supporting footnote disclosures have been reclassified to conform  to
the current year's presentation.

2.   Acquisitions and Dispositions

      On March 29, 1995, the Company announced its Board of Directors
had  approved proceeding with a spin-off to shareholders of  a  large
part of the Company's Communications Papers Business, along with  the
specialty  paper-based  portion of its Food  and  Consumer  Packaging
Business.  The new company, Crown Vantage Inc. ("Vantage"), which  is
expected  to  have  annual sales of over $1  billion  in  1995,  will
include   papermaking   operations  with  an   annual   capacity   of
approximately  one million short tons.  The assets  of  Vantage  will
include mills located in St. Francisville, La.; Berlin, N.H.;  Adams,
Mass.;  Newark,  Del.;  Richmond,  Va.;  St.  Andrews  and  Penicuik,
Scotland;  Ypsilanti, Parchment and Port Huron,  Mich.;  and  Milford
N.J.   The  St.  Francisville, La., and Berlin, N.H.,  mills  include
annual   pulping   capacity  of  nearly  600,000   short   tons,   or
approximately three-quarters of Vantage's fiber needs.  Approximately
120,000  acres  of  managed forests supporting  the  Berlin  and  St.
Francisville mills will also be included in Vantage.  The spin-off is
planned  to  be  tax-free  to shareholders  and  is  expected  to  be
effective during the summer of 1995.

      The  pro  forma information presented below is based  on  James
River's financial statements, as adjusted to give effect to (i) James
River's  receipt of cash in connection with the spin-off of  Vantage,
(ii)  the  receipt of a pay-in-kind note to James River from  Vantage
and  (iii)  the execution of the transition agreements between  James
River and Vantage.  The pro forma information is presented as if  the
spin-off  had  been completed as of June 25, 1995,  for  any  balance
sheet information and as of the beginning of 1995 for each period for
which  pro forma consolidated operating data are presented.  The  pro
forma  financial information does not purport to represent the actual
financial position as it will finally be recorded, or the results  of
operations  which would actually have been reported if  the  spin-off
had  occurred on the dates or for the periods indicated, or which may
be reported in the future.


                                                
Pro Forma Consolidated Operating Data     Quarter Ended  Six Months Ended
(in millions, except per share data)      June 25, 1995     June 25, 1995
                                                     
Net sales                                      $1,573.4          $2,979.6
                                                     
Operating profit                                  112.1             179.3
                                                     
Net income                                         38.5              56.1
                                                     
Net income applicable to common shares
  (after preferred dividend requirements)          23.8              26.8
                                                     
Net income per common share                        $.29              $.32
                                                     
                                  
      The  Company expects to receive approximately $480  million  in
cash  proceeds which is planned to be used to pay down  its  existing
long-term debt.  Pro forma total debt, net of the application of cash
proceeds, as of June 25, 1995, is $2,579.6 million and the pro  forma
ratio  of total debt to total capitalization is 52.0%.  These amounts
compare to actual total debt of $3,086.8 million and a total debt  to
total capitalization ratio of 56.6% as of June 25, 1995.

      In  November  1994, James River initiated the exercise  of  its
option to purchase CRSS Capital, Inc.'s ("CRSS") 50% total direct and
indirect  interest  in the Naheola Cogeneration  Limited  Partnership
(the  "Naheola Partnership").  Earlier this spring, James  River  and
CRSS reached a settlement allowing James River to assign the right to
purchase  CRSS's  interest to UtilCo Group Inc.  ("UtilCo").  In  May
1995,  UtilCo purchased CRSS's 50% interest in the chemical  recovery
and  cogeneration  facility at the Naheola pulp  and  paper  mill  in
Pennington, Alabama.  The proceeds to James River on its sale of this
purchase  option  to  UtilCo of $24.3 million are  reflected  in  the
consolidated  statement of cash flows for the six months  ended  June
25,  1995.  Such proceeds were recognized as a deferred gain and will
result  in reduced expenses for James River of $1.4 million annually.
James  River retains ownership of the remaining 50% total direct  and
indirect interest in this facility.

3.   Severance and Other Items

     Results for the first six months of 1995 included a nonrecurring
charge of $8.3 million ($5.3 million net of tax benefits and minority
interest,  or  $.06  per  share) primarily for  costs  related  to  a
reduction  of  approximately  500  employees  at  European   Consumer
Products  Business locations in the British Isles.  During 1995,  the
Company made severance payments of $6.8 million to approximately  312
terminated  employees in both the United States and Europe  for  whom
severance  costs  had been accrued beginning in December  1994.   The
Company  expects to incur additional severance expenses  during  1995
associated with ongoing cost reduction programs and consolidation  of
certain operations in Europe.

     In April 1995, the Company announced its decision to discontinue
towel  and tissue converting operations at its Berlin, New Hampshire,
facility by the end of June.  This decision will affect approximately
80  salaried and hourly positions.  One small tissue machine has been
taken  out of production, and selected converting equipment  will  be
transferred  to other James River facilities.  The Company  currently
expects that any severance costs or fixed asset write-offs associated
with  the  closure will not be material.  The majority of the  assets
that comprise the Berlin pulp and paper mill will be part of the spin-
off to Vantage (see Note 2).

4.   Other Income

      The  components  of other income were as follows  for  the  six
months ended June 25, 1995, and June 26, 1994 (in thousands):

                                        June      June
                                        1995      1994
Interest and investment income        $5,992   $10,926
Equity in earnings of                              
  unconsolidated affiliates           11,483     4,164
Foreign currency exchange gain (loss) (1,248)     (357)
Other, net                             2,321     2,962
                                                   
    Total other income               $18,548   $17,695
                                                   
                                  
5.   Income Taxes

      The  Company's effective income tax rate was 43%  for  the  six
months  ended  June  25, 1995, compared to 39.6% for  the  first  six
months  of  1994.  The increase in the effective tax  rate  from  the
prior year was primarily due to (i) foreign net operating losses  for
which  valuation  allowances  have  been  established  and  (ii)  the
relative  size of non-tax-deductible permanent differences, the  most
significant  of  which  relates  to  goodwill  resulting   from   the
consolidation of Jamont beginning in the third quarter of 1994.

6.   Inventories

      The  components of inventories were as follows as of  June  25,
1995, and December 25, 1994 (in thousands):

                                           June  December
                                           1995      1994
Raw materials                          $224,763  $187,634
Finished goods and work in process      574,086   543,872
Stores and supplies                     187,811   184,457
                                        986,660   915,963
Reduction to state certain inventories                   
  at last-in, first-out cost            (90,239)  (71,852)
                                                         
    Total inventories                  $896,421  $844,111
                                                         


7.   Long-Term Debt

      In  support  of  the  Company's focus as a  worldwide  consumer
products  business,  management has decided  to  utilize  its  global
revolver capacity to refinance short-term borrowings of approximately
$200  million, as compared to the segregation of domestic and foreign
borrowing  capacity  employed  in  prior  years.   Because   of   the
availability  of long-term financing under the terms of the  domestic
and  foreign revolving credit agreements and the Company's  intention
to  refinance its worldwide commercial paper, money market notes  and
other short-term borrowings, these borrowings have been classified as
long-term debt in the June 25, 1995, balance sheet.

8.   Financial Instruments

      The  estimated  fair  value  of the  Company's  $1,286  million
notional  amount  of  interest rate swaps was a  liability  of  $28.9
million  as of June 25, 1995, compared to a liability of $128 million
as  of December 25, 1994.  As of June 25, 1995, the carrying value of
foreign  exchange contracts was a net liability of $94.6 million  and
the  estimated  fair value of such contracts was a net  liability  of
$121.5  million,  compared to net liabilities of  $39.6  million  and
$73.0  million, respectively, as of December 25, 1994.  The estimated
fair  values  were  based  on  quoted  market  prices  of  comparable
instruments  and  current  market rates as  of  June  25,  1995,  and
December 25, 1994, respectively.
                                  
9.   Commitments and Contingent Liabilities

     (a)  Put and Call Arrangements:
     
           James  River  is  a  party to a put and  call  arrangement
     related  to the 14% minority interest in Jamont currently  owned
     by EuroPaper Inc. ("EuroPaper").  EuroPaper may put its interest
     in  Jamont  to James River during May 1996 and James  River  may
     call  these shares during August 1996, each at a fixed price  of
     approximately  1.04 billion French francs (approximately  $214.4
     million using exchange rates in effect as of June 25, 1995).  In
     addition,  James  River  has  a  separate  call  agreement  with
     EuroPaper  under  which it may call EuroPaper's  shares  through
     April 1996 at a formula price.
     
           James  River  and  UtilCo each  own  50%  of  the  Naheola
     Partnership, which was formed in order to develop and operate  a
     $300  million  chemical recovery unit at the  Company's  Naheola
     mill.   James River has an option to purchase UtilCo's  interest
     at  a  formula  price.  UtilCo also has an  option  to  put  its
     interest  in the partnership to James River at a formula  price.
     UtilCo's  option  may  only be exercised  (i)  if  the  facility
     becomes  subject  to  regulation as a public  utility,  (ii)  if
     production levels at the Naheola mill fall below certain  levels
     due  to  the Company's shifting of production to other mills  or
     (iii)  if  the Naheola mill is sold to a competitor  of  UtilCo;
     management believes the probability of the occurrence of any  of
     these events is remote.
     
     (b)  Environmental Matters:
     
           Like  its competitors, James River is subject to extensive
     regulation  by  various  federal, state,  provincial  and  local
     agencies   concerning  compliance  with  environmental   control
     statutes  and regulations.  These regulations impose limitations
     on  the  discharge of materials into the environment,  including
     effluent  and  emission  limitations, as  well  as  require  the
     Company  to obtain and operate in compliance with the conditions
     of   permits  and  other  governmental  authorizations.   Future
     regulations  could  materially increase  the  Company's  capital
     requirements and certain operating expenses in future years.
     
           In December 1993, the U.S. Environmental Protection Agency
     ("EPA") published draft rules which contain proposed regulations
     affecting  pulp and paper industry discharges of wastewater  and
     gaseous emissions ("cluster rules").  The final rules are likely
     to  be  issued in late 1996, with a nominal compliance  date  of
     1999.   These  rules  may  require significant  changes  in  the
     pulping  and/or bleaching process presently used  in  some  U.S.
     pulp  mills,  including  several of James  River's  mills.   The
     implementation  of  the  rules  could  materially  increase  the
     Company's capital expenditures between 1997 and 1999.  Based  on
     its   evaluation,   the  Company  expects  that   such   capital
     expenditures could be at least $300 million for James River,  if
     the  regulations are approved as originally proposed.   Of  this
     amount,  approximately $70 million would be associated with  the
     Vantage  facilities  to  be  spun-off,  reducing  James  River's
     portion of potential costs to meet the original proposal  to  at
     least  $230  million.  This estimate could change, depending  on
     several  factors, including changes to the proposed regulations,
     new   developments  in  control  and  process  technology,   and
     inflation.
     
            In  addition,  James  River  has  been  identified  as  a
     potentially  responsible party ("PRP"), along  with  others,  at
     various  EPA  designated  Superfund sites  and  is  involved  in
     remedial  investigations  and actions under  federal  and  state
     laws.   It  is James River's policy to accrue remediation  costs
     when  it  is probable that such costs will be incurred and  when
     they  can  be reasonably estimated.  As of June 25, 1995,  James
     River's accrued environmental liabilities, including remediation
     and  landfill closure costs, totaled $36.9 million.  The Company
     periodically reviews the status of all significant  existing  or
     potential  environmental  issues  and  adjusts  its  accrual  as
     necessary.   The  accruals do not reflect  any  possible  future
     insurance recoveries.  Estimates of costs for future remediation
     are  necessarily  imprecise  due to,  among  other  things,  the
     identification of presently unknown remediation  sites  and  the
     allocation of costs among PRP's.  The Company believes that  its
     share  of the costs of cleanup for its current remediation sites
     will  not  have  a  material adverse impact on its  consolidated
     financial   position  but  could  have  a  material  effect   on
     consolidated results of operations in a given quarter  or  year.
     As  is the case with most manufacturing and many other entities,
     there can be no assurance that the Company will not be named  as
     a  PRP  at  additional sites in the future  or  that  the  costs
     associated with such additional sites would not be material.
     
     (c)  Bondholder Litigation:
     
          In 1994, James River was sued in Morgan County, Alabama, in
     a  purported  class  action and in Bridgeport,  Connecticut,  by
     certain  former holders of James River's 10-3/4% Debentures  due
     October 1, 2018.  Most of these Debentures were retired by means
     of  a  tender  offer to all holders commenced on  September  18,
     1992.  The remainder were redeemed on November 2, 1992.  Merrill
     Lynch & Co., which acted as James River's dealer manager for the
     tender,  is also named as a defendant in the Alabama  case.   In
     general,   the  complaints  allege  violations  of  a   covenant
     prohibiting  use  of  lower cost borrowed funds  to  redeem  the
     Debentures  before  October 1, 1998, and of  various  disclosure
     obligations,  and  seek damages in excess of  $50  million  plus
     punitive  damages  in  excess  of  $500  million.   James  River
     believes  that  these claims are without merit  and  intends  to
     defend  them  vigorously.  Although the ultimate disposition  of
     legal proceedings cannot be predicted with certainty, it is  the
     opinion  of  the  Company's management that the outcome  of  any
     claim which is pending or threatened, either individually or  on
     a  combined basis, will not have a materially adverse effect  on
     the  consolidated financial condition of James River  but  could
     materially affect consolidated results of operations in a  given
     quarter or year.

10.  Segment Information

      James  River's net sales and income from operations by business
segment  were as follows for the quarters and six months  ended  June
25, 1995, and June 26, 1994 (in thousands):

                                  Second Quarter              Six Months
                                 June        June          June        June
                                 1995        1994          1995        1994
Net sales:                                                                 
  Consumer products:                                                       
    North America            $686,669    $621,370    $1,296,167  $1,178,594
    Europe                    422,877                   780,517            
      Total consumer       
        products            1,109,546     621,370     2,076,684   1,178,594
  Food and consumer
    packaging                 431,568     399,328       851,881     775,065
  Communications papers       325,891     220,453       627,201     435,497
  Intersegment elimination    (54,898)    (43,006)     (106,375)    (85,508)
                                                                           
    Total net sales        $1,812,107  $1,198,145    $3,449,391  $2,303,648
                                                                           
Operating profit (loss):                                                   
  Consumer products:                                                       
    North America             $58,408     $46,991       $96,833     $75,307
    Europe                     10,464                    14,011            
      Total consumer     
        products               68,872      46,991       110,844      75,307
  Food and consumer   
    packaging                  16,463      34,310        34,483      60,943
  Communications papers        60,155     (26,516)      104,656     (51,575)
  Severance and other items                              (8,271)            
  General corporate expenses  (16,944)    (12,320)      (26,831)    (21,905)
                                                                           
    Income from operations   $128,546     $42,465      $214,881     $62,770
                                                                           
                                  
11.  Pro Forma Data -- Jamont

      In  July 1994, James River increased its ownership interest  in
Jamont  from  43%  to 86% for approximately $575  million  and  began
accounting  for Jamont as a consolidated subsidiary.   The  following
pro  forma information assumes that the acquisition of the additional
interest  in  Jamont occurred as of the beginning of 1994.   The  pro
forma financial information does not purport to be indicative of  the
results of operations which would actually have been reported if  the
transactions had occurred for the periods indicated or which  may  be
reported  in  the  future.  Jamont is included  in  the  consolidated
balance  sheets as of June 25, 1995, and December 25, 1994,  and  its
results of operations are consolidated for all of 1995.

                                                
Pro Forma Consolidated Operating Data   Quarter Ended    Six Months Ended
(in millions, except per share data)    June 26, 1994       June 26, 1994
                                                     
Net sales                                    $1,576.8            $3,006.3
                                                     
Operating profit                                 59.5                94.8
                                                     
Net income (loss)                                 8.1                (0.3)
                                                     
Net loss applicable to common shares
  (after preferred dividend requirements)        (6.5)              (29.6)
                                                     
Net loss per common share                       $(.08)              $(.36)
                                                     
                                  

Item 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
     AND RESULTS OF OPERATIONS

Results of Operations


      The Company reported net income of $41.8 million for its second
quarter  ended June 25, 1995, more than triple the $12.9  million  in
1994's  second  quarter.  Earnings of $.33 per share for  the  second
quarter  were similarly improved over the earnings of $.06 per  share
reported  in  last  year's second quarter.  Results  for  the  second
quarter  of  1994  included  nonrecurring  interest  income  of  $5.4
million,  or  $.07 per share.  Net sales of $1.8 billion reported  in
the  second quarter were 51% above the $1.2 billion of sales  in  the
prior  year's quarter.  Compared to the prior year, $423 million,  or
35%,  of  the sales growth was attributable to the European  Consumer
Products  Business, which was not consolidated until July 1994.   The
remaining  sales growth of 16% represented a combination of  improved
pricing  and  stronger volumes in many product  lines,  as  discussed
below.   Income from operations totaled $128.5 million for the second
quarter, more than three times last year's second quarter.

      Operating  profits  in  the  North American  Consumer  Products
Business  increased  24%, from $47.0 million in  last  year's  second
quarter  to  $58.4 million in the current quarter,  while  net  sales
increased  11%  over the same period, from $621.4 million  to  $686.7
million.   Improved sales and profitability continue to be driven  by
better  pricing,  especially in the commercial line. Current  quarter
volumes  in  the  retail and club lines remained relatively  constant
compared to the prior year, while commercial volumes declined by  10%
for  the  same  period.   This  decline is  attributable  to  relaxed
customer  demand  in  response to price increases.   Price  increases
began  to  be put into place late in 1994 in response to  higher  raw
materials  costs and continued to become effective during the  second
quarter  in  response  to competitive pressures  and  the  persisting
upward trend in raw materials costs.

      Operating  profits for the European Consumer Products  Business
decreased to $10.5 million, compared to $17.0 million on a pro  forma
basis  in  last year's second quarter, while net sales  increased  to
$422.9 million in this year's second quarter from $378.7 million on a
pro  forma  basis in the prior year.  Profitability of  the  European
Consumer Products Business has been hindered by significant increases
in  the  cost  of  market pulp, waste paper and other  raw  materials
during 1994 and 1995 without commensurate increases in finished goods
prices.   Although  there  has been improved  recovery  of  such  raw
material  costs  and  positive results from cost  reduction  programs
during  1995, volumes have declined 2% compared to the second quarter
of 1994 as a result of the current aggressive pricing position; James
River  has led price increase initiatives in many European countries.
This   situation  has  delayed  the  expected  increase  in   overall
profitability.   In  addition, second quarter  1995  sales  increased
approximately  $48  million over the prior year  due  to  changes  in
foreign  currency  exchange rates.  Operating profit  for  the  first
quarter  of  1995 was $3.5 million, while sales were $357.6  million.
Improved profitability over the first quarter was attributable  to  a
combination  of unit volume recovery, stronger pricing and  continued
cost reductions.

      The Food and Consumer Packaging Business reported a decline  in
operating  profits, from $34.3 million in last year's second  quarter
to $16.5 million in the current quarter, while net sales increased by
8%, from $399.3 million to $431.6 million for the comparable periods.
The  increase  in  sales  was due to price increases  implemented  to
recover the rapid escalation in raw materials costs.  Primary  causes
of  the decline in operating profits for the quarter were competitive
pressures, softening product demand, as well as excess raw  materials
costs  and  other  manufacturing costs primarily experienced  in  the
flexible packaging operations.  The paper packaging group performance
was  depressed  by high pulp costs.  Folding carton  performance  was
equal  to  the  prior  year  due to the successful  recovery  of  raw
materials  cost increases.  Paperboard production hit  record  levels
during the quarter, but softening demand led to increases in finished
goods  inventories  and forced downtime.  In addition,  the  flexible
packaging  operations experienced a slight decrease in  unit  volumes
during the quarter as compared to the prior year's quarter.

      Results  for  the Communications Papers Business continued  the
dramatic rebound begun in the second half of 1994.  Operating profits
increased to $60.2 million in 1995's second quarter compared  with  a
loss of $26.5 million in the prior year, while net sales increased by
48%  from  $220.5  million  last year to $325.9  million  this  year.
Profitability  for  the quarter was favorably  affected  by  improved
pricing.  Pricing improved by over 50% for this business compared  to
the  prior year, despite slightly decreased volumes.  Price increases
for  uncoated  free  sheet and coated and uncoated groundwood  papers
combined with the benefits of cost reduction efforts and productivity
improvements  effected during the last cyclical downturn  caused  the
sharp  year-over-year improvement.  Second quarter results  continued
to be negatively affected by increasing costs for wood fiber.  Higher
costs  for  wood  chips  were  caused by several  factors,  including
declining  supplies  from  Federal lands,  soft  lumber  markets  and
continued  higher demand for wood chips.  Additional price increases
may  be implemented in the remainder of 1995, however, costs for wood
chips may also continue to rise.

      For  the  six  months, James River reported net sales  of  $3.4
billion  in  1995, compared to $2.3 billion in 1994.  Net income  for
the  first  six months of 1995 was $63.9 million, or $.42 per  share,
compared  to 1994's net income of $5.8 million, or a loss  of  $(.13)
per  share.  Results for 1995 included a net charge of $5.3  million,
or  $.06  per  share,  primarily for severance costs  in  the  United
Kingdom,  while 1994 results included net income of $5.4 million,  or
$.07 per share, from nonrecurring interest income.  General corporate
expenses  for  1995  included $6.7 million of consulting  fees  ($4.1
million  net  of  tax  benefits,  or  $.05  per  share)  incurred  in
connection  with cost reduction programs.  Interest expense  for  the
first six months of 1995 increased by $48.9 million compared with the
same  period in 1994 as consolidated total debt increased from $2,117
million  on June 26, 1994, to $3,086 million on June 25,  1995.   The
increase  in  debt  was attributable to the July  1994  purchase  and
consolidation of Jamont.  Other income increased to $18.5 million for
the  first half of 1995 from $17.7 million for the comparable  period
in  1994.   This slight increase is a combination of an  increase  in
equity earnings of unconsolidated affiliates, primarily the Company's
earnings  from  its  Brazilian affiliate  which  has  benefited  from
increases  in worldwide market pulp prices, offset by a  decrease  in
interest income.  Interest income in 1994 included $9.0 million ($5.4
million  after  taxes,  or $.07 per share) of  nonrecurring  interest
income  on  income tax refunds.  Further detail on  other  income  is
included  in  Note  4 of Notes to Consolidated Financial  Statements.
The change in the effective tax rate for 1995 is discussed in Note  5
of Notes to Consolidated Financial Statements.

      The  Company  progressed with the spin-off to  shareholders  of
Vantage,  a  new company which will include a substantial portion  of
the Company's Communications Papers Business and the specialty paper-
based  portion of its Food and Consumer Packaging Business.   Vantage
is expected to incur $500 million in long-term debt, the net proceeds
of which will be paid to James River as a return of capital.  Vantage
will  also  issue $100 million of notes to James River.  James  River
plans  to  use the cash proceeds to reduce its long-term  debt.   The
spin-off  is currently expected to be completed in late summer   (see
Note 2 of Notes to Consolidated Financial Statements).

      At  a  meeting  with security analysts on July  28,  1995,  the
Company  discussed details of its ongoing restructuring  initiatives,
cost  reduction  programs  and  succession  plans,  all  designed  to
transform  the Company into a more focused, more profitable  consumer
products company.  These programs include dramatic changes in how the
Company  purchases raw materials, equipment and services, fundamental
redesign  of  how  work  is  done  in its  manufacturing  facilities,
modernization  of  its  tissue converting  operations,  upgrading  of
information systems that respond to customer orders, streamlining  of
its  distribution  network, and redesign  and  consolidation  of  its
administrative and support activities.  Interest savings are expected
to  result  from debt reduction associated with both the spin-off  of
Vantage  and  the  possible  separation  of  the  Food  and  Consumer
Packaging  Business.  Mr. Williams, the Chairman and Chief  Executive
Officer of the Company, plans to retire at the end of the year, and a
search for his successor is nearing completion.

      The  Company expects to see further profit improvements as  the
year  progresses.  Consumer Products' results, in both the  U.S.  and
Europe, should continue to improve, as announced price increases  are
more  fully implemented.  Communications Papers' results are expected
to  remain strong, as market conditions continue to be favorable.  In
addition  to  the  Vantage spin-off, alternatives for  the  Food  and
Consumer  Packaging  Business continue to be evaluated  in  order  to
enhance  shareholder  value, reduce debt and  improve  the  strategic
focus of the Company.


Financial Condition

      Capital  expenditures totaled $208.7 million for the first  six
months  of  1995 compared with $143.4 million for the same period  of
1994.   This  increase  is  primarily  due  to  the  effect  of   the
consolidation of Jamont's capital spending in 1995.  Cash provided by
operations  for  the six months ended June 25, 1995,  totaled  $285.5
million, compared to $108.1 million in the comparable period of 1994.
This increase is primarily due to increases in net income, changes in
domestic working capital components (mainly decreased receivables and
increased  payables  and  other current liabilities),  and  dividends
received from its unconsolidated Brazilian affiliate and the  Naheola
Partnership in 1995.  The Company's current ratio increased  to  1.47
as  of  June 25, 1995, from 1.26 as of December 25, 1994, and working
capital increased to $661 million from $407 million for the same time
period.   The  increase  in  working  capital  of  $254  million  was
primarily   attributable  to  the  recharacterization  of  short-term
borrowings  as  long-term  debt based on the  Company's  ability  and
intention to refinance such borrowings.

     James River's ratio of total debt, including the current portion
and  short-term borrowings, to total capitalization was 56.6%  as  of
June  25,  1995,  compared to 57.4% as of  December  25,  1994.   For
purposes  of calculating this ratio, total capitalization  represents
the   sum   of  current  and  long-term  debt,  including  short-term
borrowings, minority interests and equity accounts.  On December  14,
1994,  the Company refinanced Jamont's European currency unit ("ECU")
borrowing facility which was reduced in size from ECU 400 million  to
ECU  330 million.  For the six months ended June 25, 1995, the  ratio
of  earnings to fixed charges was 1.75.  For the year ended  December
25,  1994, earnings were inadequate to cover fixed charges  by  $18.8
million.

      As  of June 25, 1995, under the most restrictive provisions  of
the  Company's debt agreements, the Company had additional  borrowing
capacity of approximately $630 million and net worth in excess of the
minimum  requirement  specified by such agreements  of  approximately
$470 million.

      In  May 1995, James River completed the assignment of the right
to  purchase the remaining 50% total direct and indirect interest  in
the  Naheola  Partnership to UtilCo.  UtilCo paid James  River  $24.3
million  for the assignment of the purchase option, and the  proceeds
were  recognized  as  a  deferred gain and  will  result  in  reduced
expenses of approximately $1.4 million per year (see Note 2 of  Notes
to Consolidated Financial Statements).

PART II.  OTHER INFORMATION

Item 1.   LEGAL PROCEEDINGS.

      James  River  has been notified by the EPA of a proposed  civil
action  relating to certain environmental violations at the Company's
Berlin, New Hampshire, mill.  The EPA filed a civil action in federal
court  in New Hampshire and concurrently filed a consent decree which
is subject to court approval.  The Company has agreed to a settlement
with  the  EPA and the Department of Justice relating to this  action
which  will involve penalties of $200,000.  In addition, the  Company
has   agreed   to   implement  environmentally   beneficial   capital
improvements at a cost of approximately $500,000.  A citizen's  group
whose members live near the Berlin facility has moved to intervene in
the matter which may impact the final resolution of this action.

Item 2.   CHANGES IN SECURITIES.

     None.

Item 3.   DEFAULTS UPON SENIOR SECURITIES.

     None.

Item 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

      The  Annual Meeting of Shareholders was held on April 20, 1995,
at  which time all of management's nominees for members of the  Board
of  Directors were elected, and the designation of Coopers &  Lybrand
L.L.P.  as the Company's independent accountants for the fiscal  year
which  will  end December 31, 1995, was approved.  Additionally,  the
Company's  common  shareholders voted on two proposals  submitted  by
certain  shareholders: (i) a proposal urging the  Company's  Northern
Ireland  affiliate to implement and/or increase activity on the  nine
MacBride Principles and (ii) a proposal requesting the preparation of
an  equal employment report to be made available upon request to  all
shareholders and employees.  These proposals are more fully described
in  the  James River Proxy Statement for the Annual Meeting  held  on
April 20, 1995.  Shareholders of record of the Company's common stock
and  its  Series P 9% Cumulative Convertible Preferred Stock  at  the
close of business on February 13, 1995, were entitled to vote at  the
Annual Meeting.  Votes were casts as follows:

                                                         Vote      
                                Voted      Voted  Withheld or     Broker
                                  For    Against    Abstained  Non-Votes
Nominees for election of                                                
Directors:
  William T. Burgin        79,368,355               2,656,920
  Worley H. Clark, Jr.     71,088,467              10,936,808
  William T. Comfort, Jr.  79,377,191               2,648,084
  William V. Daniel        79,306,074               2,719,201
  Bruce C. Gottwald        71,094,907              10,930,368
  Robert M. O'Neil         79,351,662               2,673,613
  Joseph T. Piemont        79,294,520               2,730,755
  Anne M. Whittemore       79,410,904               2,614,371
  Robert C. Williams       79,172,883               2,852,392
                                                                        
                                  
                                                         Vote           
                                Voted       Voted Withheld or     Broker
                                  For     Against   Abstained  Non-Votes
Appointment of Coopers &                                                
  Lybrand L.L.P. as                                                     
  auditors                 81,701,048     182,135     142,092
                                                                        
Shareholder proposal -                                                  
  MacBride Principles       4,963,568  63,338,828   6,073,290  7,649,589
                                                                        
Shareholder proposal -                                                  
  Equal Employment Report   6,276,146  61,882,318   6,217,222  7,649,589
                                                                        
                                  
                                  
Item 5.   OTHER INFORMATION.

     None.

Item 6.   EXHIBITS AND REPORTS ON FORM 8-K.

     (a)  Exhibits:
     
          The  exhibits  listed  below are  filed  as  part  of  this
          quarterly report.  Each exhibit is listed according to  the
          number  assigned to it in the Exhibit Table of Item 601  of
          Regulation S-K.
          
          Exhibit                                             Starts
          Number                Description                  on Page
          11     Computation of Earnings per Share --  filed
                 herewith.                                     21
          
          12     Computation of Ratio of Earnings  to  Fixed
                 Charges -- filed herewith.                    24
          
          27     Financial  Data  Schedules  for   the   six
                 months  ended  June 25, 1995  (incorporated
                 by   reference  to  Exhibit   27   to   the
                 Company's Current Report on Form 8-K  dated
                 July 20, 1995).
          
          99(a)  Press  release  announcing highlights  from
                 security  analyst meeting  dated  July  31,
                 1995 -- filed herewith.                       27
          
          99(b)  Press  release  announcing the  negotiation
                 of  an  information technologies management
                 contract  dated  July  31,  1995  --  filed
                 herewith.                                     29

     (b)  Reports on Form 8-K:
     
          During  the  quarter  ended June 25, 1995,  and  subsequent
          thereto, the Company filed the following Current Reports on
          Form 8-K:
          
          Date of Report      Event Reported
          March 29, 1995      The  Company published a press  release
                              announcing that the Board of  Directors
                              approved proceeding with a spin-off  to
                              shareholders  which  includes  a  large
                              part   of  the  Communications   Papers
                              Business    and    certain    specialty
                              packaging papers operations included in
                              its   Food   and   Consumer   Packaging
                              Business.
          
          May 22, 1995        The  Company published a press  release
                              announcing the completion of  the  sale
                              of  50%  of  the chemical recovery  and
                              cogeneration  facility at  its  Naheola
                              pulp  and  paper  mill  in  Pennington,
                              Alabama, to UtilCo Group Inc.
          
          June 15, 1995       The  Company published a press  release
                              announcing    that    a    Registration
                              Statement was filed with the Securities
                              and  Exchange Commission by Crown Paper
                              Co.  for the proposed issuance of  $250
                              million of debt securities.
          
          July 20, 1995       The  Company published a press  release
                              announcing  its results  of  operations
                              for  the second quarter and six  months
                              ended June 25, 1995.
          
                             SIGNATURES


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

                              JAMES RIVER CORPORATION of Virginia
                              
                              
                              
                              By:/s/Stephen E. Hare
                                    Stephen E. Hare
                                    Senior Vice President, Corporate Finance
                                     and Chief Financial Officer
                                     (Principal Financial and
                                     Accounting Officer)


Date:  August 2, 1995





Exhibit 11

                 JAMES RIVER CORPORATION of Virginia
                                  
                  COMPUTATION OF EARNINGS PER SHARE
     For the Quarters (13 Weeks) and Six Months (26 Weeks) Ended
                   June 25, 1995 and June 26, 1994
              (in thousands, except per share amounts)
                                  
                                                            
                                       Second Quarter              Six Months
PRIMARY:                              1995       1994        1995        1994
                                                                             
Net earnings (loss) applicable                                               
  to common shares                 $27,120     $4,699     $34,620    $(10,589)
                                                                             
Weighted average number of                                                   
common shares and common share                                               
equivalents:
                                                                             
  Common shares outstanding         82,083     81,672      81,911      81,652
                                                                             
  Issuable upon exercise of                                                  
    outstanding stock options and
    pursuant to a deferred stock
    award plan                       4,890        355       4,294         407
                                                                             
  Less assumed acquisition of                                                
    common shares, using proceeds                                               
    from stock options and the impact
    of a deferred stock award plan, under                                 
    the treasury stock method       (3,732)      (127)     (3,327)       (176)
                                                                             
                                                                             
                                    83,241     81,900      82,878      81,883
                                                                             
Primary earnings (loss) per
  common share                        $.33       $.06        $.42       $(.13)
                                                                             
                                  
Exhibit 11 (continued)

                 JAMES RIVER CORPORATION of Virginia
                                  
                  COMPUTATION OF EARNINGS PER SHARE
     For the Quarters (13 Weeks) and Six Months (26 Weeks) Ended
                   June 25, 1995 and June 26, 1994
              (in thousands, except per share amounts)
                                  
                                        Second Quarter            Six Months
FULLY DILUTED:                         1995       1994        1995      1994
                                                                            
Net earnings (loss) applicable                                              
  common shares                     $27,120     $4,699     $34,620  $(10,589)
                                                                            
Weighted average number of common                                           
  shares and common share equivalents:
                                                                            
  Common shares outstanding          82,083     81,672      81,911    81,652
                                                                            
  Issuable upon exercise of outstanding                                       
    stock options and pursuant to a
    deferred stock award plan         4,922        355       5,113       407
                                                                            
  Less assumed acquisition of common                                           
    shares, using proceeds from stock
    options and the impact of a deferred
    stock award plan, under the treasury
    stock method                     (3,637)      (126)     (3,787)     (176)
                                                                            
                                                                            
                                     83,368     81,901      83,237    81,883
                                                                            
Fully diluted earnings (loss)                                               
  per common share                     $.33       $.06        $.42     $(.13)
                                                                            
Exhibit 11 (continued)

                 JAMES RIVER CORPORATION of Virginia
                                  
                  NOTES TO COMPUTATIONS OF EARNINGS
                              PER SHARE


      Primary  earnings per common share is computed by dividing  net
income, after deducting dividends on outstanding preferred shares, by
the  weighted  average number of common shares  and  dilutive  common
share  equivalents  outstanding  during  the  period.   Common  share
equivalents consist of shares issuable pursuant to stock options  and
a  deferred  stock  award plan, and are calculated using  an  average
market price for the period.

      Fully  diluted earnings per common share is computed using  the
same  method  as for the primary computation except that  (i)  common
share  equivalents are computed using the higher of the market  price
at  the end of the period or the average market price for the period,
and  (ii)  the  average number of common shares and  dilutive  common
share equivalents outstanding is increased by the assumed conversion,
if  dilutive, of the Company's Series K $3.375 Cumulative Convertible
Exchangeable   Preferred  Stock,  its  Series  L  $14.00   Cumulative
Convertible  Exchangeable  Preferred  Stock,  its  Series  N   $14.00
Cumulative Convertible Exchangeable Preferred Stock, and its Series P
9%  Cumulative Convertible Preferred Stock.  No conversions of any of
the  convertible preferred stocks have been assumed for  the  periods
presented, as such conversions are not dilutive.






Exhibit 12

                       JAMES RIVER CORPORATION of Virginia
                                        
              COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (a)
                          (Dollar amounts in thousands)
                                        

<TABLE>
                                                                  
<CAPTION>
                                                            Fiscal Year Ended
                                       April   December   December     December   December   December
                                    29, 1990   30, 1990   29, 1991     27, 1992   26, 1993   25, 1994
                                   (52 weeks) (35 weeks) (52 weeks)   (52 weeks) (52 weeks) (52 weeks)
                                                     (b)                   (c,d)                   (d)
<S>                                <C>       <C>         <C>          <C>         <C>        <C> 
Pretax income (loss) from                                                                        
   continuing operations,                                                                        
   before minority interests        $371,501    $44,352   $115,170    $(182,817)   $14,115   $(15,693)
                                                                                                 
Add:                                                                                             
  Interest charged to operations     198,743    133,716    191,344      192,962    183,035    210,063
  Portion of rental expense                                                                      
    representative of interest                                                                   
    factor (assumed to be one-third)  23,400     15,100     19,891       19,426     19,094     24,224
                                                                                                 
      Total earnings, as adjusted   $593,644   $193,168   $326,405      $29,571   $216,244   $218,594
Fixed charges:                                                                                   
  Interest charged to operations    $198,743   $133,716   $191,344     $192,962   $183,035   $210,063
  Capitalized interest                25,475     10,759     31,740       12,778      5,291      3,080
  Portion of rental expense                                                                      
    representative of interest                                                                   
    factor (assumed to be one-third)  23,400     15,100     19,891       19,426     19,094     24,224
                                                                                                 
      Total fixed charges           $247,618   $159,575   $242,975     $225,166   $207,420   $237,367
                                                                                                 
Ratio                                   2.40       1.21       1.34           --       1.04         --
                                                                                                 
See accompanying footnote explanations.

</TABLE>
Exhibit 12 (continued)

                 JAMES RIVER CORPORATION of Virginia
                                  
        COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (a)
                    (Dollar amounts in thousands)
                                  
                                                     Six Months Ended
                                                  June 26,   June 25,
                                                     1994       1995
                                               (26 Weeks) (26 Weeks)
                                                                    
Pretax income (loss) from continuing                                
  operations, before minority interests            $8,195   $108,074
                                                                    
  Add:                                                              
    Interest charged to operations                 89,824    125,282
                                                                    
    Portion of rental expense representative of
      interest factor (assumed to be one-third)     9,547     12,112
                                                                    
      Total earnings, as adjusted                $107,566   $245,468
                                                                    
Fixed charges:                                                      
  Interest charged to operations                  $89,824   $125,282
                                                                    
  Capitalized interest                              1,251      2,850
                                                                    
  Portion of rental expense representative of                       
    interest factor (assumed to be one-third)       9,547     12,112
                                                                    
    Total fixed charges                          $100,622   $140,244
                                                                    
Ratio                                                1.07       1.75
                                                                    
                                  
See accompanying footnote explanations.
Exhibit 12 (continued)

             JAMES RIVER CORPORATION of Virginia
                              
 NOTES TO COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

(a)  In  computing  the ratio of earnings to fixed  charges,
     earnings   consist  of  income  before  income   taxes,
     minority   interests,  and  fixed   charges   excluding
     capitalized   interest.   Fixed  charges   consist   of
     interest   expense,  capitalized  interest,  and   that
     portion   of   rental   expense   (one-third)    deemed
     representative  of the interest factor.   Earnings  and
     fixed  charges also include the Company's proportionate
     share  of  such  amounts for unconsolidated  affiliates
     which are owned 50% or more and distributed income from
     less than 50% owned affiliates.

(b)  During  1990, the Company changed its fiscal year  from
     one ending on the last Sunday in April to one ending on
     the  last Sunday in December.  During this period,  the
     Company  initiated an operational restructuring program
     designed  to  focus the Company's operations  on  those
     businesses  in  which it commands a substantial  market
     share and which are less cyclical.  In connection  with
     that  program,  the  Company recorded  a  $200  million
     pretax   charge   which  has  been  included   in   the
     calculation  of the ratio of earnings to fixed  charges
     for this period.

(c)  During  1992,  the  Company  initiated  a  productivity
     enhancement program and recorded a $112 million  pretax
     charge  which  has been included in the calculation  of
     the ratio of earnings to fixed charges for this year.

(d)  For the following periods, earnings were inadequate  to
     cover   fixed   charges,  and  the   amounts   of   the
     deficiencies  were:  year ended December  27,  1992  --
     $195.6  million  and year ended December  25,  1994  --
     $18.8 million.


Exhibit 99(a)




News Release:  Immediate        Contact:  Richard B. Elder (Media)
                                          (804)343-4785
                                          Celeste Gunter (Financial)
                                          (804) 649-4307

    JAMES RIVER HIGHLIGHTS COST REDUCTION AND RESTRUCTURING PROGRAMS
                       AT SECURITY ANALYST MEETING
                                    
                                    
     RICHMOND, VIRGINIA, July 31, 1995 -- At a meeting with security
analysts on Friday, July 28, 1995, James River Corporation discussed
details of its ongoing restructuring initiatives, cost reduction
programs and succession plans, all designed to transform the company
into a more focused, more profitable consumer products company.

     Robert C. Williams, co-founder, Chairman and Chief Executive
Officer, outlined additional details of an expanded cost reduction
program which is in motion.  This program, once fully implemented, could
generate savings of as much as $640 million by 1998 and would result in
the elimination of approximately 4,400 jobs in North America and Europe,
mostly in 1995 and 1996.  These programs include dramatic changes in how
the company purchases raw materials, equipment and services, fundamental
redesign of how work is done in its manufacturing facilities,
modernization of its tissue converting operations, upgrading of
information systems that respond to customer orders, streamlining of its
distribution network, and redesign and consolidation of its
administrative and support activities.  Mr. Williams told analysts,
"While these reductions will be painful, they are absolutely necessary
for us to become a competitive consumer products business in the
future."  The company currently employs nearly 22,700 people in its
North American and European Consumer Products operations.

     Mr. Williams also commented on progress relative to the naming of a
new CEO.  Mr. Williams, who plans to retire at the end of the year,
indicated that the search for his successor was nearing completion.  He
noted, "While no successor has yet been named, it is expected that the
new CEO will come from outside the company, will have a broad consumer
products background and could be on board this fall."

     Stephen E. Hare, Chief Financial Officer, updated analysts on the
planned spin-off  to shareholders of what was formerly a large part of
the company's Communications Papers Business and its specialty papers
operations.  This spin-off is designed to reduce James River's exposure
to the highly cyclical nature of communications papers markets and
sharpen its focus on consumer products.  Plans for the spin-off
company, to be named Crown Vantage, Inc., are progressing and are
expected to be completed by late summer.  Crown Vantage is expected to
incur $500 million in long-term debt, the net proceeds of which will be
paid as a return of capital to James River.  The company intends to use
the cash proceeds to reduce its long-term debt.  On a pro forma basis as
of the end of its second quarter, such application would have resulted
in a decline in the company's debt to capital ratio from 56.6% to
approximately 52%.

     The company continues to study strategic options for its Food and
Consumer Packaging Business.

     Included in the $640 million of potential savings is a reduction in
interest expense of over $100 million.  Interest savings are expected to
result from debt reduction associated with both the spin-off of Crown
Vantage and the possible separation of the Food and Consumer Packaging
Business.

     In anticipation of the planned spin-off, Mr. Williams also
discussed the formation of a new simplified organizational structure
consisting of three operating divisions, each with its own president,
and a single corporate staff.  Named to head the three divisions were:
James K. Goodwin, President, North American Consumer Products Division;
Ronald L. Singer, President, European Consumer Products Division; and,
Norman K. Ryan, President, Food and Consumer Packaging Division.  Mr.
Williams commented: "These organizational changes give more authority to
each of the division presidents and allow the businesses to concentrate
on making and selling their products."

     Mr. Williams noted in closing: " I believe a clear path has now
been established to transform James River into a consumer products
business that will be competitive with any in the world.  The entire
organization, with the support of the Board of Directors, is committed
to getting the job done."

     James River Corporation, headquartered in Richmond, Virginia, is a
leading manufacturer and marketer of consumer products, food and
consumer packaging and communications papers.  These product lines
include leading brands such as QUILTED NORTHERN bathroom tissue, BRAWNY
paper towels, DIXIE paper cups and plates, QUILT-RAP sandwich wrap, QWIK
WAVE microwave packaging, EUREKA! recycled copy paper and WORD PRO copy
paper.  In addition, the company produces a number of popular European
brands for the towel and tissue market.  James River has a current
annual sales rate of $6.3 billion.







Exhibit 99(b)

News Release:  Immediate        Contact:  Richard Elder - James River
                                          (804) 343-4785
                                          Mary Rhodes - CSC
                                          (310) 615-1737


JAMES RIVER TO SIGN INFORMATION TECHNOLOGY CONTRACT WITH CSC


       RICHMOND,   VIRGINIA,  July  31,  1995  ---  James   River
Corporation  announced  here today that it  is  negotiating  with
Computer  Sciences  Corporation (CSC) of El Segundo,  Calif.,  to
manage   and   enhance   the  company's  information   technology
operations.   The seven-year contract, which is  expected  to  be
completed  within  two weeks, will affect more  than  200  people
located  at  James River's Richmond and Norwalk, Conn.,  offices,
and   at   its  21  North  American  Consumer  Products  Division
manufacturing units.

      The companies are currently negotiating specific assets  to
be  purchased  and information technology assets to  be  managed.
The  contract calls for a transition period for moving  personnel
and equipment beginning Sept. 1, with all exchanges finalized  by
the end of 1995.

      As  part of the CSC contract, all James River employees who
presently   work  in  information  technology  will  be   offered
positions with CSC.

      "Contracting  with CSC will greatly benefit  James  River's
consumer  products  operations by  allowing  us  to  develop  new
systems  at  a  greater  rate, and more  cost-effectively.   This
outsourcing  will  free management to focus on manufacturing  and
marketing  opportunities,  and,  allow  more  effective  decision
making  with  better  data," said Stephen E.  Hare,  senior  vice
president, corporate finance and chief financial officer.

     "We have been studying the value and benefits to the company
of an outsourcing approach to information technology ("I.T.") for
some time," Hare said.  "We believe that outsourcing will provide
an  impetus for major change in our overall business approach  to
I.T.   and   increased  productivity  from  our   investment   in
information  resources.  With the expanded depth of  capabilities
provided by CSC, overall delivery should be enhanced."

      Computer  Sciences Corporation had $3.6 billion  in  annual
revenues  for  the 12 months ended June 30, 1995.   The  company,
headquartered in El Segundo, Calif., has 33,000 employees in  575
offices  worldwide.  CSC provides clients with a  wide  range  of
professional services, including management consulting,  business
reengineering,  information systems consulting  and  integration,
and outsourcing.

      James River Corporation, headquartered in Richmond, Va., is
a  leading  manufacturer and marketer of consumer products,  food
and  consumer packaging and communications papers.  These product
lines  include  leading brands such as QUILTED NORTHERN  bathroom
tissue,  BRAWNY  paper towels, DIXIE cups and  plates,  QUILT-RAP
sandwich  wrap,  QWIK WAVE microwave packaging, EUREKA!  recycled
copy  paper  and WORD PRO copy paper.  In addition,  the  company
produces  a number of popular European brands for the  towel  and
tissue  market.  James River has a current annual sales  rate  of
$6.3 billion.

Today's news release, along with past releases from James River,
is available by fax, at no charge, by calling PR Newswire's
Company News On Call at (800) 758-5804, ext. 457350






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