LONGVIEW FIBRE COMPANY PROXY
Proxy Solicited on Behalf of the Board of Directors
The undersigned hereby appoints Richard P. Wollenberg, Robert E. Wertheimer and
David L. Bowden, and each of them, as attorneys and proxies, each with full
power of substitution, to represent and vote for and on behalf of the
undersigned, the number of shares of common stock of Longview Fibre Company
which the undersigned would be entitled to vote if personally present at the
annual meeting of shareholders to be held on January 24, 1995, or any
adjournments thereof. The undersigned directs that the proxy be voted as
follows:
1. ELECTION OF DIRECTORS:
___ FOR all nominees named ___ WITHHOLD AUTHORITY
(except as indicated to to vote for all nominees named.
the contrary below).
Class II Directors: Robert E. Wertheimer, Donald C. Stibich, C. Harper Monroe,
Lisa J. Holbrook
INSTRUCTIONS: To withhold authority to vote for any individual nominee, print
that nominee's name in the following space:
_______________________________________________________________________________
2. In their discretion, the holders of this proxy are authorized to vote upon
such other business as may properly come before the meeting.
THE SHARES OF STOCK REPRESENTED BY THIS PROXY WILL BE VOTED FOR ALL NOMINEES
NAMED ABOVE UNLESS OTHERWISE DIRECTED.
Date and sign on reverse side
(Continued from other side)
The undersigned hereby revokes any proxy or proxies heretofore given for such
shares and ratifies all that said proxies or their substitutes may lawfully do
by virtue hereof.
Dated.......................
SIGNING INSTRUCTIONS (IMPORTANT)
Please sign EXACTLY as name appears on this proxy. Persons signing in a
representative capacity should give full title. If shares are registered in
more than one name, ALL registered owners should sign.
SHARES
.............................
.............................
Signature of Shareholder(s)
PLEASE DATE, SIGN AND RETURN PROMPTLY
LONGVIEW FIBRE COMPANY
End of Fibre Way
P. O. Box 639
Longview, Washington 98632
Notice of Annual Meeting of Shareholders
To The Shareholders of Longview Fibre Company:
Notice is hereby given that the Annual Meeting of Shareholders of Longview
Fibre Company (the "Company") will be held at 10:00 o'clock a.m., local time,
on Tuesday, January 24, 1995, at the office of the Company, End of Fibre Way,
Longview, Washington 98632 for the following purposes:
(1) To elect four Class II directors; and
(2) To transact such other business as may properly come before the
meeting.
Only shareholders of record on the books of the Company at the close of
business on November 30, 1994, will be entitled to notice of and to vote at the
meeting and any adjournments thereof.
By Order of the Board of Directors
L. J. Holbrook
Senior Vice President-Finance,
Secretary and Treasurer
Longview, Washington
December 14, 1994
YOUR VOTE IS IMPORTANT
Whether or not you plan to attend the meeting in person, please sign, date and
return the accompanying proxy in the enclosed stamped and addressed envelope.
The giving of the proxy will not affect your right to vote at the meeting if
the proxy is revoked in the manner set forth in the accompanying Proxy
Statement.
LONGVIEW FIBRE COMPANY
PROXY STATEMENT
INFORMATION REGARDING PROXIES
This Proxy Statement and the accompanying form of proxy are furnished in
connection with the solicitation of proxies by the Board of Directors of
Longview Fibre Company (the "Company") for use at the Annual Meeting of
Shareholders to be held on Tuesday, January 24, 1995, at 10:00 o'clock a.m.,
local time, at the office of the Company, End of Fibre Way, Longview,
Washington 98632 and at any adjournments thereof. Only shareholders of record
on the books of the Company at the close of business on November 30, 1994, (the
"Record Date") will be entitled to notice of and to vote at the meeting.
It is anticipated that these proxy solicitation materials and a copy of the
Company's 1994 Annual Report will be sent to shareholders on or about
December 14, 1994.
If the accompanying form of proxy is properly executed and returned, the shares
represented thereby will be voted as set forth herein. In the absence of
instructions to the contrary, such shares will be voted in favor of the
proposals set forth therein. Any shareholder executing a proxy has the power
to revoke it at any time prior to the voting thereof on any matter (without,
however, affecting any vote taken prior to such revocation) by delivering
written notice to L. J. Holbrook, Senior Vice President-Finance, Secretary and
Treasurer of the Company, by executing another proxy dated as of a later date
or by voting in person at the meeting.
VOTING SECURITIES AND PRINCIPAL HOLDERS
The only voting securities of the Company are shares of Common Stock, $1.50
ascribed value (the "Common Stock"), each of which is entitled to one vote. At
the Record Date, there were issued and outstanding 51,820,297 shares of Common
Stock. The presence in person or by proxy of holders of record of a majority
of the outstanding shares of Common Stock is required to constitute a quorum
for the transaction of business at the meeting. Under Washington law and the
Company's charter documents, if a quorum is present, the four nominees for
election to the Board of Directors who receive the greatest number of
affirmative votes cast at the Annual Meeting of Shareholders shall be elected
directors. Shares of Common Stock underlying abstentions and broker non-votes
will be considered present at the Annual Meeting for the purpose of calculating
a quorum, but will otherwise have no effect on the election of directors.
Information concerning persons known to the Company to be the beneficial owners
of more than 5% of its outstanding shares of Common Stock is set forth below.
Information concerning the shares of Common Stock beneficially owned by
directors, nominees and each executive officer named in the Summary
Compensation Table is included in the table under the caption "Election of
Directors."
Common Stock % of Shares
Name Beneficially Owned Outstanding
FMR Corporation (1)
82 Devonshire Street
Boston, Massachusetts 02109 3,010,300 5.8%
R. E. Wertheimer - Executive Vice President
and Director (2)
Longview Fibre Company
120 Montgomery Street, Suite 2200
San Francisco, California 94104 3,535,588 6.8%
Directors and executive officers
as a group (12 persons)
(Including R. E. Wertheimer) 6,376,097 12.3%
(1) The holding shown is as of December 31, 1993, as reported by a Schedule 13G
filed by FMR Corporation ("FMR") with the Securities and Exchange
Commission pursuant to Rule 13d-1 under the Securities Exchange Act of
1934, as amended. Said Schedule 13G indicates that (i) FMR holds sole
voting power with respect to 115,400 shares and sole dispositive power with
respect to 3,010,300 shares; and (ii) certain officers and subsidiaries of
FMR may also be deemed to be the beneficial owner of and hold voting and
dispositive powers with respect to such shares.
(2) R. E. Wertheimer holds sole voting and dispositive power with respect to
2,019,563 shares and disclaims any beneficial interest with respect to
39,550 shares beneficially owned by members of his immediate family.
ELECTION OF DIRECTORS
The Company's Board of Directors currently consists of eleven directors divided
into three classes: Class I, Class II and Class III. Each class is to be as
nearly equal in number as possible. At the 1995 Annual Meeting, four Class II
directors will be elected, each to serve for terms of three years expiring in
1998. The remaining seven directors are divided into two classes of four Class
III directors and three Class I directors whose terms expire in 1996 and 1997,
respectively. Each director elected will continue in office until a successor
has been elected or until resignation or removal in the manner provided by the
Bylaws of the Company.
Unless otherwise instructed, it is the intention of the persons named in the
accompanying form of proxy to vote shares represented by properly executed
proxies for the four nominees of the Board of Directors named below. Although
the Board of Directors anticipates that all of the nominees will be available
to serve as directors of the Company, should any one or more of them not accept
the nomination, or otherwise be unwilling or unable to serve, it is intended
that the proxies will be voted for the election of a substitute nominee or
nominees designated by the Board of Directors.
The following table sets forth certain information, as of the Record Date,
concerning nominees for election at the 1995 Annual Meeting and the other
directors of the Company. The names of nominees are listed under the heading
"Nominees For Election" and continuing members of the Board of Directors are
listed under the heading "Directors Whose Term Continues."
NOMINEES FOR ELECTION
Class II Directors
(Terms to Expire in 1998)
Served Common % of
Principal Occupation and as Stock Shares
Directorships of Other Director Beneficially Out-
Nominees Age Public Companies Since Owned standing
Robert E. Wertheimer
(1)(2) 66 Executive Vice President 1956 3,535,588 6.8%
Donald C. Stibich
63 Senior Vice President-
Paper Sales 1981 13,423 *
C. Harper Monroe
74 Senior Partner of Monroe,
DeFrancisco & Lampitt, P.S.
(Certified Public Accountants)
Longview, Washington 1988 0 *
Lisa J. Holbrook
39 Senior Vice President-Finance,
Secretary and Treasurer 1992 573 *
DIRECTORS WHOSE TERM CONTINUES
Class III Directors
(Terms to Expire in 1996)
Served Common % of
Principal Occupation and as Stock Shares
Directorships of Other Director Beneficially Out-
Names Age Public Companies Since Owned standing
Richard P. Wollenberg
(3)(4)(5) 79 Chairman of the Board,
President and Chief Executive
Officer 1946 1,088,937 2.1%
Robert B. Arkell
63 Vice President-Industrial
Relations and General
Counsel 1986 2,320 *
M. Alexis Dow
45 Certified Public Accountant,
M. Alexis Dow, C.P.A.,
Portland, Oregon 1988 2,000 *
Jeanne E. Wertheimer (1)
72 Restaurateur 1990 1,421,139 2.7%
Class I Directors
(Terms to Expire in 1997)
George E. Schwartz
70 Retired Executive
Vice President,
Longview Fibre Company 1958 7,206 *
David A. Wollenberg
(3)(6) 47 President, The Cortana
Corporation
(real estate investment),
Menlo Park, California 1979 292,280 *
David L. Bowden
59 Senior Vice President-Timber 1990 12,479 *
* Does not exceed 1%.
(1) R. E. Wertheimer and J. E. Wertheimer are brother-in-law and sister-in-law
respectively.
(2) R. E. Wertheimer holds sole voting and dispositive power with respect to
2,019,563 shares and disclaims any beneficial interest with respect to
39,550 shares beneficially owned by members of his immediate family.
(3) R. P. Wollenberg and D. A. Wollenberg are father and son respectively.
(4) Director of the following eight mutual funds: The Oregon Municipal Bond
Fund, Inc.; The Crabbe Huson Special Fund, Inc.; The Crabbe Huson Asset
Allocation Fund, Inc.; The Crabbe Huson Equity Fund, Inc.; The Crabbe
Huson Income Fund, Inc.; The Crabbe Huson U. S. Government Income Fund,
Inc.; The Crabbe Huson Money Market Fund, Inc.; and The Crabbe Huson Real
Estate Investment Fund.
(5) Includes 212,450 shares owned by Leone B. Wollenberg, wife of R. P.
Wollenberg, as to which shares Mr. Wollenberg disclaims any beneficial
interest. Does not include 2,270,230 shares owned by The Wollenberg
Foundation of which Mr. Wollenberg is one of three trustees and shares the
power to vote the shares held by the Foundation.
(6) Includes 84,520 shares beneficially owned by D. A. Wollenberg's immediate
family, as to which shares Mr. Wollenberg disclaims any beneficial
interest.
Board of Directors and Committees
The Board of Directors of the Company held five meetings during the fiscal year
ended October 31, 1994. Each current director attended at least 75% of all
meetings of the Board of Directors and committees to which he or she was
assigned that were held during fiscal year 1994.
The Board of Directors has an Executive Committee which, in addition to other
duties, performs the functions of Nominating and Compensation Committees.
Messrs. R. E. Wertheimer, R. P. Wollenberg and D. L. Bowden served on the
Executive Committee the entire year, and D. C. Stibich served as an alternate
member. The Committee met once during the year to consider and recommend
nominees for election to the Board of Directors and once during the year to
consider and recommend officers' compensation.
The Board of Directors has an Audit Committee which, in addition to other
duties, has and may exercise the following powers: to make recommendations to
the Board of Directors regarding the selection of the Company's independent
accountants; to review the scope, direction, timetable and schedule of audits
conducted by the Company's independent accountants; to review the results of
such audits; to review the Company's system of internal financial controls; and
such additional powers as may be conferred upon the Audit Committee from time
to time by the Board of Directors. The Committee currently consists of two
outside directors, M. A. Dow and C. H. Monroe. The Committee held four
meetings during fiscal year 1994.
Directors who are not officers of the Company receive an annual fee of $6,000,
except J. E. Wertheimer who advised the Company that she did not wish to
receive compensation as a director. In addition, Audit Committee members
receive an annual fee of $1,200. The Company reimburses directors for
reasonable out-of-pocket expenses when incurred.
EXECUTIVE OFFICER COMPENSATION
Compensation Committee Report
The Executive Committee of the Board of Directors performs the functions of the
Nominating and Compensation Committees. The Executive Committee is comprised
of R. P. Wollenberg, Chief Executive Officer, President and Chairman of the
Board; R. E. Wertheimer, Executive Vice President; and D. L. Bowden, Senior
Vice President. The Committee reviews and recommends to the Board compensation
levels for all executive officers.
The Company is managed to maximize long-term shareholder return. Due to the
cyclicality of the industry, short-term performance is not relevant other than
in comparing the Company's relative performance to appropriate competitors.
The Company believes its executive officers are compensated based on long-term
corporate performance and that its compensation policies, which are explained
below, support the Company's philosophy of maximizing long-term shareholder
return and are adequate to attract and retain key officers.
The Company believes that bonuses based on annual performance provide
incentives to maximize short-term results to the detriment of long-term
results. Further, profit-linked bonuses may reward or penalize officers for
results affected by externalities beyond the officer's control. Accordingly,
the Company does not compensate employees with any form of short-term incentive
compensation. Other than certain fringe benefits, officer's compensation
consists of base salaries only. Salary ranges for officers are in relation to
responsibility, skills required, and overall importance to the Company. The
Company does not award stock options as a form of long-term incentive
compensation.
Salary increases are provided in three forms. Newly promoted officers tend to
start at the low end of the salary range and work up through the appropriate
salary range as their individual competence grows. In most cases, the
assessment is made by the Chief Executive Officer, who makes a recommendation
to the Executive Committee.
All officers usually receive an annual general increase. The Company believes
this practice is appropriate due to the cyclicality of the industry and the
need for sustained competent and creative performance of its officers
throughout the business cycle. The Committee intends the amount of the general
increases to approximate increases in the cost of living over time.
Finally, general increases are supplemented by merit increases for sustained
superior performance, when appropriate. The Committee makes its decision on a
case-by-case basis, and it is unusual for an officer to receive a merit
increase each year. The key factors considered by the Committee when making
decisions on merit increases are the Committee's subjective evaluation of the
officer's contribution to corporate operating results, segment operating
results, productivity improvements, quality improvements, and product and
market niche development.
The Chief Executive Officer's salary is determined in the same manner as all
other officers. Due to present economic conditions and corporate results, the
Committee recommended a general increase of 3% for R. P. Wollenberg for 1994.
Under the Omnibus Budget Reconciliation Act of 1993, beginning in 1994 the
federal income tax deduction for certain types of compensation paid to the
Chief Executive Officer and four other most highly compensated officers of
publicly held companies is limited to $1 million per officer per fiscal year
unless such compensation meets certain requirements. The Committee is aware of
this limitation and believes that no compensation paid by the Company during
1994 exceeded the $1 million limitation.
R. P. Wollenberg
R. E. Wertheimer
D. L. Bowden
Summary Compensation Table
Annual
Compensation
Name of Individual & All Other
Principal Position Year Salary(1) Compensation(2)
R. P. Wollenberg 1994 $418,000 $ 16,196
Chairman of the Board, President 1993 $406,000 $ 20,897
and Chief Executive Officer 1992 $394,000
R. E. Wertheimer 1994 $223,913 $ 16,659
Executive Vice President 1993 $200,413 $ 19,755
1992 $209,398
D. C. Stibich 1994 $149,413 $ 9,535
Senior Vice President- 1993 $143,613 $ 9,631
Paper Sales 1992 $142,104
R. B. Arkell 1994 $143,000 $ 9,714
Vice President-Industrial Relations 1993 $137,200 $ 9,947
and General Counsel 1992 $129,100
D. L. Bowden 1994 $142,000 $ 6,176
Senior Vice President-Timber 1993 $129,000 $ 6,148
1992 $111,500
(1) Includes salary deferred under the Longview Fibre Company Salaried Savings
Plan and Trust With 401(k) Provisions; excludes retirement benefits paid
pursuant to the Company's Pension Plan.
(2) Includes (a) Company contribution to savings plans in the following amounts
for 1994 and 1993 respectively, (R. P. Wollenberg, $4,013 and $4,475; R. E.
Wertheimer, $4,013 and $4,471; D. C. Stibich, $3,725 and $3,580; R. B.
Arkell, $3,575 and $3,430; and D. L. Bowden, $3,550 and $3,225), and (b)
dollar value of the benefit of premiums paid for split-dollar life
insurance policies for 1994 and 1993 respectively (unrelated to term life
insurance coverage) projected on an actuarial basis (R. P. Wollenberg,
$12,183 and $16,422; R. E. Wertheimer, $12,646 and $15,284; D. C. Stibich,
$5,810 and $6,051; R. B. Arkell, $6,139 and $6,517; and D. L. Bowden,
$2,626 and $2,923).
Pension Plan
The Company has a Pension Plan for its salaried and nonunion employees,
including officers, which provides fixed benefits, computed on an actuarial
basis, at retirement using a formula based on salary (cash remuneration), years
of service and attained age at retirement. The Company anticipates that it
will make no contribution for the Plan year ending December 31, 1994.
The following table sets forth estimated annual benefits payable under the
Pension Plan upon normal retirement at age 65 to persons in specified
remuneration (ending compensation) and years-of-service classifications
indicated.
Years of Service
Remuneration 15 20 25 30 35 40 45
$125,000 $ 28,178 $ 37,570 $ 46,963 $ 56,355 $ 65,748 $ 75,140 $ 84,533
150,000 34,178 45,570 56,963 68,355 79,748 91,140 102,533
175,000 40,178 53,570 66,963 80,355 93,748 107,140 118,800
200,000 46,178 61,570 76,963 92,355 107,748 118,800 118,800
225,000 52,178 69,570 86,963 104,355 118,800 118,800 118,800
250,000 58,178 77,570 96,963 116,355 118,800 118,800 118,800
300,000 70,178 93,570 116,963 118,800 118,800 118,800 118,800
400,000 94,178 118,800 118,800 118,800 118,800 118,800 118,800
450,000 106,178 118,800 118,800 118,800 118,800 118,800 118,800
500,000 118,178 118,800 118,800 118,800 118,800 118,800 118,800
The participants' remuneration (ending compensation) covered by the Plan is
one-fifth of the sum of the highest five calendar years of compensation out of
the last ten years of service preceding retirement. The data in the table
above was computed using 1.1% ending compensation times years of service, plus
1/2% ending compensation in excess of covered compensation, times the years of
service (the covered compensation figure for 1994 is $24,300). However,
retiring employees may receive, if greater than the above computation, annual
benefits based on 1.1% of their ending compensation multiplied by the number of
years of service. The annual benefits shown above reflect the benefit limit
established by Internal Revenue Code Section 415. The annual benefit limit for
1994 is $118,800. The benefits payable are "single-life annuity" amounts and
are not subject to offset for Social Security.
Compensation used in determining a participant's ending compensation consists
of the employee's regular salary including any amounts deferred at the election
of the employee and contributed to the Salaried Savings Plan and Trust With
401(k) Provisions and elective contributions made on behalf of an employee that
are not included in gross income under Section 125. However, such compensation
is limited by Internal Revenue Code Section 401(a)(17). The annual
compensation limit for 1994 is $150,000. The compensation used for determining
benefits of the named individuals in the Summary Compensation Table is as
follows: R. P. Wollenberg - $150,000; R. E. Wertheimer - $150,000; D. C.
Stibich - $149,000; R. B. Arkell - $143,000; D. L. Bowden - $142,000.
The credited years of service for each of the individuals named in the Summary
Compensation Table above are as follows: R. P. Wollenberg - 55.7 years; R. E.
Wertheimer - 42.3 years; D. C. Stibich - 36.6 years; R. B. Arkell - 24.0 years;
D. L. Bowden - 34.9 years.
Upon reaching age 70, R. P. Wollenberg was required to start receiving
retirement benefits. His retirement benefit is $125,177 per year. R. E.
Wertheimer began receiving retirement benefits in May 1993. His retirement
benefit is $97,404 per year.
Executive Employment Contracts
Since January 1, 1989, the Company has entered into termination protection
agreements (the "Contracts") with certain executive officers and other
employees of the Company (the "Employee" or "Employees") whose yearly
compensation exceeded $75,000 (presently a total of 19); additional contracts
may be entered into with employees whose yearly compensation exceeds $100,000.
The Contracts are designed to induce the Employees to remain in the employ of
the Company and any successor by assuring benefits for three years following
certain changes in control of the Company, if an Employee is terminated Without
Cause or resigns for Good Reason. (As defined in the Contracts, "Cause" refers
to an Employee's failure to perform duties after notice or willful misconduct;
"Good Reason" relates to certain changes in an Employee's responsibilities,
salary or job location; and "Without Cause" means termination of employment
that is not for Cause or for disability.)
If an Employee is terminated by the Company Without Cause or if the Employee
terminates employment for Good Reason and gives written notice to the Company,
the Employee shall be entitled to the following benefits: (i) the lesser of
the compensation which would have been payable had the Employee continued his
or her employment throughout the three-year period of the Contract or three
times the Employee's average annual income for services rendered to the Company
for the five calendar years preceding the commencement of the Contract; (ii)
all legal fees and expenses incurred by the Employee as a result of such
termination of employment; (iii) all life insurance, medical, health, dental,
accident and disability plans in which the Employee was entitled to participate
immediately prior to the termination date shall be maintained in full force and
effect until the earlier of the end of the three-year contract period or the
Employee's commencement of full-time employment with a new employer; and (iv) a
portion of the benefits the Employee would have been entitled to receive under
the Employee's pension plan of the Company, determined as though he or she were
vested and on the assumption that he or she remained an Employee of the Company
until the earlier of the end of the Contract period or his or her death. The
Contracts specify that the foregoing benefits shall be reduced to the extent of
any compensation that the Employee receives from another source for services
rendered during the remainder of the contract period.
The named executive officers with whom the Company has entered into Contracts
are R. B. Arkell, D. L. Bowden and D. C. Stibich. Messrs. R. P. Wollenberg and
R. E. Wertheimer advised the Company that they did not wish to enter into such
Contracts.
Compensation Committee Interlocks and Insider Participation
R. P. Wollenberg, Chief Executive Officer; R. E. Wertheimer, Executive Vice
President; and D. L. Bowden, Senior Vice President, served as members of the
Executive Committee which performs the functions of the Compensation Committee.
D. C. Stibich, Senior Vice President, served as alternate member.
Performance Graph
The performance graph shown in the proxy statement compares the annual
percentage change in the cumulative total shareholder return on the Common
Stock with cumulative total return of the Standard & Poor's 500 Stock Index
and the cumulative total return of the Standard & Poor's Paper & Forest
Products Index, in each case assuming investment of $100 and reinvestment of
dividends. The performance graph data is shown in tabular form below.
TOTAL SHAREHOLDER RETURN
Dividends Reinvested
Oct. Oct. Oct. Oct. Oct. Oct.
Company/Index Name 1989 1990 1991 1992 1993 1994
Longview Fibre $100 $ 80 $115 $149 $158 $153
S&P Paper & Forest 100 80 120 132 136 158
S&P 500 Index 100 93 124 136 156 162
SELECTION OF INDEPENDENT AUDITORS
The Board of Directors selected Price Waterhouse in 1961 as the auditors of
the Company for that year and they have been the Company's auditors for all
succeeding fiscal years. As recommended by the Audit Committee, the Board of
Directors approved Price Waterhouse to continue as auditor for fiscal year
1995. A representative of Price Waterhouse is expected to be present at the
Annual Meeting and to have the opportunity to make a statement if he or she so
desires and to respond to appropriate questions.
OTHER BUSINESS
As of the date of this Proxy Statement, management knows of no other business
that will be presented for action at the meeting. Management has not received
any advance notice of business to be brought before the Annual Meeting by any
shareholder as is required by the Company's Bylaws. The Bylaws of the Company
require that advance notice of proposed business at an annual meeting must be
submitted in writing and received by the Secretary of the Company not later
than 90 days in advance of such meeting. If any other business requiring a
vote of the shareholders should come before the meeting, the persons designated
as your proxies will vote or refrain from voting in accordance with their best
judgment.
SHAREHOLDER PROPOSALS FOR THE
1996 ANNUAL MEETING OF SHAREHOLDERS
Shareholder proposals to be presented at the 1996 annual meeting of
shareholders must be received at the Company's executive offices by August 16,
1995, in order to be included in the Company's proxy statement and form of
proxy relating to that meeting. The Bylaws of the Company provide that
advance notice of nominations for the election of directors or the proposal of
business at an annual meeting must be submitted in writing and received by the
Secretary not later than 90 days in advance of such meeting.
SOLICITATION OF PROXIES
The proxy accompanying this Proxy Statement is solicited by the Board of
Directors of the Company. Proxies may be solicited by directors, officers and
regular supervisory and executive employees of the Company, none of whom will
receive any additional compensation for their services.
The Company will pay persons holding shares of Common Stock in their names or
in the names of nominees, but not owning such shares beneficially, such as
brokerage houses, banks and other fiduciaries, for the expense of forwarding
soliciting materials to their principals. All of the costs of solicitation of
proxies will be paid by the Company.
By Order of The Board of Directors
L. J. Holbrook
Senior Vice President-Finance,
Secretary and Treasurer
Longview, Washington
December 14, 1994
LONGVIEW FIBRE COMPANY
SALARIED SAVINGS PLAN AND TRUST
WITH 401(k) PROVISIONS
To Participants:
Copies of the enclosed proxy material are being supplied to Company share-
holders of record in connection with the solicitation of proxies for use at the
forthcoming Annual Meeting of Shareholders to be held on January 24, 1995. As
a participant in the Longview Fibre Company Salaried Savings Plan and Trust
With 401(k) Provisions (the "Plan"), you are entitled to direct the manner in
which Wells Fargo Bank, N.A. (the "Plan Trustee") votes the shares of Common
stock of Longview Fibre Company represented by your interest in the Longview
Fibre Company Stock Fund under the Plan as of November 30, 1994.
The Plan Trustee will be pleased to vote your shares in accordance with your
instructions if you will complete, sign, and date the enclosed proxy form and
return it to the Plan Trustee in the enclosed postage paid return envelope
addressed to IER (proxy service). The Plan Trustee will hold any voting
instructions it receives in confidence and will not divulge or release any
specific information regarding such to any person, including officers or
employees of the Company, except to the extent as may be required by law.
If your proxy form is not received by the Plan Trustee, the Plan Trustee will
treat such as a direction: (a) to abstain with respect to each matter or group
of related matters to be acted upon (other than elections to office) and (b) to
withhold authority to vote for any nominee for election to office.
We urge you to send in your proxy promptly for receipt by the Plan Trustee no
later than January 19, 1995 so your shares will be voted at the meeting in
accordance with your instructions.
LONGVIEW FIBRE COMPANY December 14, 1994
LONGVIEW FIBRE COMPANY
HOURLY EMPLOYEES 401(k) SAVINGS PLAN AND TRUST
To Participants:
Copies of the enclosed proxy material are being supplied to Company share-
holders of record in connection with the solicitation of proxies for use at the
forthcoming Annual Meeting of Shareholders to be held on January 24, 1995. As
a participant in the Longview Fibre Company Hourly Employees 401(k) Savings
Plan (the "Plan"), you are entitled to direct the manner in which Wells Fargo
Bank, N.A. (the "Plan Trustee") votes the shares of Common stock of Longview
Fibre Company represented by your interest in the Longview Fibre Company Stock
Fund under the Plan as of November 30, 1994.
The Plan Trustee will be pleased to vote your shares in accordance with your
instructions if you will complete, sign, and date the enclosed proxy form and
return it to the Plan Trustee in the enclosed postage-paid return envelope
addressed to IER (proxy service). The Plan Trustee will hold any voting
instructions it receives in confidence and will not divulge or release any
specific information regarding such to any person, including officers or
employees of the Company, except to the extent as may be required by law.
If your proxy form is not received by the Plan Trustee, the Plan Trustee will
treat such as a direction: (a) to abstain with respect to each matter or group
of related matters to be acted upon (other than elections to office) and (b) to
withhold authority to vote for any nominee for election to office.
We urge you to send in your proxy promptly for receipt by the Plan Trustee no
later than January 19, 1995 so your shares will be voted at the meeting in
accordance with your instructions.
LONGVIEW FIBRE COMPANY December 14, 1994
LONGVIEW FIBRE COMPANY
BRANCH PLANT HOURLY EMPLOYEES'
401(k) PLAN AND TRUST
To Participants:
Copies of the enclosed proxy material are being supplied to Company share-
holders of record in connection with the solicitation of proxies for use at the
forthcoming Annual Meeting of Shareholders to be held on January 24, 1995. As
a participant in the Longview Fibre Company Branch Plant Hourly Employees'
401(k) Plan (the "Plan"), you are entitled to direct the manner in which Wells
Fargo Bank, N.A. (the "Plan Trustee") votes the shares of Common stock of
Longview Fibre Company represented by your interest in the Longview Fibre
Company Stock Fund under the Plan as of November 30, 1994.
The Plan Trustee will be pleased to vote your shares in accordance with your
instructions if you will complete, sign, and date the enclosed proxy form and
return it to the Plan Trustee in the enclosed postage-paid return envelope
addressed to IER (proxy service). The Plan Trustee will hold any voting
instructions it receives in confidence and will not divulge or release any
specific information regarding such to any person, including officers or
employees of the Company, except to the extent as may be required by law.
If your proxy form is not received by the Plan Trustee, the Plan Trustee will
treat such as a direction: (a) to abstain with respect to each matter or group
of related matters to be acted upon (other than elections to office) and (b) to
withhold authority to vote for any nominee for election to office.
We urge you to send in your proxy promptly for receipt by the Plan Trustee no
later than January 19, 1995 so your shares will be voted at the meeting in
accordance with your instructions.
LONGVIEW FIBRE COMPANY December 14, 1994
