SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
October 7, 2004
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(Date of earliest event report)
WEYERHAEUSER COMPANY
(Exact name of registrant as specified in charter)
Washington 1-4825 91-0470860
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation or Number)
organization)
Federal Way, Washington 98063-9777
(Address of principal executive offices)
(zip code)
Registrant's telephone number, including area code:
(253) 924-2345
TABLE OF CONTENTS
Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
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SIGNATURES
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C., 20549
ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS
(d) Appointment of Directors
On October 7, 2004, Weyerhaeuser Company issued a press release stating the
following:
FEDERAL WAY, Wash. - Weyerhaeuser Company (NYSE: WY) today announced that
Charles R. Williamson, 56, and D. Michael Steuert, 56, have been appointed to
the company's board of directors. The board has not yet determined committee
assignments for the new directors.
Williamson is the chairman and chief executive officer of Unocal Corporation and
a member of the management committee. Steuert is senior vice president and
chief financial officer for Fluor Corporation where he is responsible for the
company's global financial processes.
"Chuck and Michael bring extensive knowledge and expertise to our board which
will be important as Weyerhaeuser develops a larger global footprint while
maintaining the financial stewardship that has been a hallmark of our company,"
said Steven R. Rogel, Weyerhaeuser chairman, president and chief operating
officer. "In addition to his extensive knowledge of international operations,
Chuck comes from a natural resources company and understands the importance of
operating in an environmentally sound and sustainable manner. Because he works
for an engineering and construction company, Michael has the skills and
expertise necessary to maintain strong capital management in a capital intensive
industry such as ours. We look forward to the contributions Chuck and Michael
will make to our future growth."
Williamson was elected chief executive officer of Unocal in January 2001 and
chairman in October 2001. Previously he was executive vice president,
International Energy Operations. He was appointed to Unocal's board of
directors in 1999. Williamson joined Unocal in 1977 and has held numerous
management jobs including positions in the United Kingdom, Thailand and the
Netherlands. He holds a doctorate in geology from the University of Texas at
Austin.
Prior to joining Fluor in 2001 Steuert served as senior vice president and chief
financial officer at Litton Industries Inc. He also held financial management
positions at Gencorp Inc. and TRW Inc. Steuert earned both bachelors and
masters degrees from Carnegie Mellon University and has attended post graduate
training at Harvard University and the University of Pennsylvania Wharton School
of Business.
Weyerhaeuser Company, one of the world's largest integrated forest products
companies, was incorporated in 1900. In 2003, sales were $19.9 billion. It has
offices or operations in 18 countries, with customers worldwide. Weyerhaeuser
is principally engaged in the growing and harvesting of timber; the manufacture,
distribution and sale of forest products; and real estate construction,
development and related activities. Additional information about Weyerhaeuser's
businesses, products and practices is available at http://www.weyerhaeuser.com.
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This news release contains statements concerning the company's future results
and performance that are forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Some of these forward-looking
statements can be identified by the use of forward-looking terminology such as
"expects," "may," "will," "believes," "should," "approximately," anticipates,"
"estimates," and "plans," and the negative or other variations of those terms or
comparable terminology or by discussions of strategy, plans or intentions. In
particular, some of these forward-looking statements deal with expectations
regarding the company's markets in the third quarter; expected earnings and
performance of the company's business segments during the third quarter, demand
and pricing for the company's products in the third quarter, market capacity,
anticipated debt repayment and interest expense reduction, anticipated capital
spending, reduced timber harvest in the third quarter, transportation and new
home sales. The accuracy of such statements is subject to a number of risks,
uncertainties and assumptions that may cause actual results to differ materially
from those projected, including, but not limited to, the effect of general
economic conditions, including the level of interest rates and housing starts;
market demand for the company's products, which may be tied to the relative
strength of various U.S. business segments; energy prices; performance of the
company's manufacturing operations; the successful execution of internal
performance plans; the level of competition from domestic and foreign producers;
the effect of forestry, land use, environmental and other governmental
regulations; fires, floods and other natural disasters; disruption of
transportation and legal proceedings. The company is also a large exporter and
is affected by changes in economic activity in Europe and Asia, particularly
Japan, and by changes in currency exchange rates, particularly the relative
value of the U.S. dollar to the Euro and the Canadian dollar; and restrictions
on international trade or tariffs imposed on imports, including the
countervailing and dumping duties imposed on the company's softwood lumber
shipments from Canada to the United States. These and other factors that could
cause or contribute to actual results differing materially from such forward
looking statements are discussed in greater detail in the company's Securities
and Exchange Commission filings.
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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 hereunto duly authorized.
WEYERHAEUSER COMPANY
By /s/ Steven J. Hillyard
Its: Vice President and
Chief Accounting Officer
Date: October 8, 2004