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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Sections 13 and 15(d) of the
Securities Exchange Act of 1934.
February 12, 1999
Date of Report (Date of earliest event reported):-------------------------------
S.D. Warren Company
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(Exact name of registrant as specified in its charter
Pennsylvania Not applicable 23-2366983
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) No.)
225 Franklin Street, Boston, Massachusetts, 02110, (617) 423-5400
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(Address, including zip code, and telephone number, including area code, of
registrant's principal executive offices)
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ITEM 5. OTHER EVENTS
On February 12, 1999, SDW TIMBER III, L.L.C., a wholly-owned
subsidiary of S.D. Warren Company (Sappi Fine Paper North America)
(the "Company") sold $156,000,000 aggregate principal amount of its
Senior Notes consisting of $65,000,000 principal amount of its 7.16%
Series A Senior Notes due February 15, 2007, $45,500,000 principal
amount of its 7.21% Series B Senior Notes due February 15, 2009 and
$45,500,000 principal amount of its 7.36% Series C Senior Notes due
February 15, 2011 pursuant to Note Purchase Agreements dated February
12, 1999 to certain qualified institutional buyers. As collateral for
its notes, SDW TIMBER III, L.L.C. pledged Senior Notes issued by Plum
Creek Timber Company, L.P. in the aggregate principal amount of
$171,375,000 consisting of, $71,406,250 of 7.62% Senior Notes due
February 12, 2007, Series E, $49,984,375 of 7.67% Senior Notes
due February 12, 2009, Series F, and $49,984,375 of 7.83% Senior
Notes due February 12, 2011, Series G, each as amended.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of businesses acquired:
Not Applicable.
(b) Pro forma financial information:
Not Applicable.
(c) Exhibits
Not Applicable.
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has caused this report to be signed on its behalf by the undersigned
duly authorized person.
S.D. WARREN COMPANY
DATE: March 1, 1999 BY:/s/ Trevor L. Larkan
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Trevor L. Larkan
Vice President and Chief Financial
Officer
