10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
	For the quarterly period ended June 30, 2013

OR

o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
	For the transition period from __________________to __________________

1-13948

(Commission file number)

SCHWEITZER-MAUDUIT INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter) 

Delaware	62-1612879
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
100 North Point Center East, Suite 600 Alpharetta, Georgia	30022
(Address of principal executive offices)	(Zip Code)

1-800-514-0186

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x   No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes   x     No   o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer," “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act (Check one):

Large accelerated filer x	Accelerated filer  o	Non-accelerated filer o	Smaller reporting company o
		(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o  No  x

There were 31,392,480 shares of Common Stock issued and outstanding as of July 26, 2013.

SCHWEITZER-MAUDUIT INTERNATIONAL, INC.

TABLE OF CONTENTS

		Page
	Part I. - Financial Information
Item 1.	Financial Statements	1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	34
Item 4.	Controls and Procedures	34
	Part II. - Other Information
Item 1.	Legal Proceedings	34
Item 1A.	Risk Factors	34
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	34
Item 3.	Defaults Upon Senior Securities	35
Item 4.	Mine Safety Disclosures	35
Item 5.	Other Information	35
Item 6.	Exhibits	36
Signatures		37
Glossary of terms		38

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

SCHWEITZER-MAUDUIT INTERNATIONAL, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(dollars in millions, except per share amounts)

(Unaudited)

	Three Months Ended						Six Months Ended
	June 30, 2013			June 30, 2012			June 30, 2013			June 30, 2012
Net Sales	$	196.5		$	192.9		$	391.0		$	387.9
Cost of products sold	131.6			129.3			263.4			260.0
Gross Profit	64.9			63.6			127.6			127.9
Selling expense	5.5			5.4			10.5			11.2
Research expense	3.7			2.6			7.5			4.8
General expense	12.9			12.7			23.5			25.1
Total nonmanufacturing expenses	22.1			20.7			41.5			41.1
Restructuring and impairment expense	0.7			5.3			2.3			24.0
Operating Profit	42.1			37.6			83.8			62.8
Interest expense	0.7			0.9			1.4			1.8
Other income (expense), net	1.2			(0.7		)	2.5			(0.4		)
Income from Continuing Operations before Income Taxes and Income from Equity Affiliates	42.6			36.0			84.9			60.6
Provision for income taxes	13.8			12.9			26.2			20.9
Income from equity affiliates, net of income taxes	0.6			0.4			1.4			0.9
Income from Continuing Operations	29.4			23.5			60.1			40.6
Loss from Discontinued Operations	(2.8		)	(2.5		)	(3.4		)	(5.0		)
Net Income	$	26.6		$	21.0		$	56.7		$	35.6
Net Income (Loss) per Share - Basic:
Income per share from continuing operations	$	0.94		$	0.75		$	1.92		$	1.28
Loss per share from discontinued operations	(0.09		)	(0.08		)	(0.11		)	(0.16		)
Net income per share – basic	$	0.85		$	0.67		$	1.81		$	1.12
Net Income (Loss) per Share – Diluted:
Income per share from continuing operations	$	0.93		$	0.74		$	1.91		$	1.27
Loss per share from discontinued operations	(0.09		)	(0.08		)	(0.11		)	(0.16		)
Net income per share – diluted	$	0.84		$	0.66		$	1.80		$	1.11
Weighted Average Shares Outstanding:
Basic	31,097,300			30,890,200			31,021,900			31,318,600
Diluted	31,259,500			31,246,000			31,184,600			31,651,600

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

1

SCHWEITZER-MAUDUIT INTERNATIONAL, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(dollars in millions)

(Unaudited) 

	Three Months Ended						Six Months Ended
	June 30, 2013			June 30, 2012			June 30, 2013			June 30, 2012
Net Income	$	26.6		$	21.0		$	56.7		$	35.6
Other Comprehensive Income (Loss), net of tax:
Foreign currency translation adjustments	(4.8		)	(23.1		)	(16.0		)	(11.0		)
Less: Reclassification adjustment for realized translation adjustments	(1.1		)	—			(1.1		)	—
Unrealized losses on derivative instruments	(6.1		)	(3.7		)	(4.7		)	(0.4		)
Less: Reclassification adjustment for gains on derivative instruments included in net income	(0.2		)	(0.4		)	(0.5		)	(1.6		)
Net gain from postretirement benefit plans	—			2.8			—			3.9
Less: Amortization of postretirement benefit plans' costs included in net periodic benefit cost	1.0			(1.6		)	2.1			(3.1		)
Other Comprehensive Income (Loss)	(11.2		)	(26.0		)	(20.2		)	(12.2		)
Comprehensive Income (Loss)	$	15.4		$	(5.0	)	$	36.5		$	23.4

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

2

SCHWEITZER-MAUDUIT INTERNATIONAL, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(dollars in millions, except per share amounts)

(Unaudited)

	June 30, 2013			December 31, 2012
ASSETS
Current Assets
Cash and cash equivalents	$	212.7		$	151.2
Accounts receivable, net	96.7			95.4
Inventories	112.3			111.6
Income taxes receivable	3.4			—
Current deferred income tax benefits	11.0			13.5
Other current assets	10.0			10.3
Total Current Assets	446.1			382.0
Property, Plant and Equipment, net	374.5			401.4
Deferred Income Tax Benefits	7.8			10.5
Investment in Equity Affiliates	58.9			61.2
Goodwill and Intangible Assets	5.9			6.1
Other Assets	25.8			25.5
Total Assets	$	919.0		$	886.7
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Current debt	$	3.3		$	4.2
Accounts payable	47.6			45.6
Income taxes payable	—			1.3
Accrued expenses	74.8			75.8
Total Current Liabilities	125.7			126.9
Long-Term Debt	161.2			151.8
Pension and Other Postretirement Benefits	40.2			41.5
Deferred Income Tax Liabilities	33.3			28.4
Other Liabilities	29.1			26.3
Total Liabilities	389.5			374.9
Stockholders’ Equity:
Preferred stock, $0.10 par value; 10,000,000 shares authorized; none issued or outstanding	—			—
Common stock, $0.10 par value; 100,000,000 shares authorized; 31,392,480 and 31,209,866 shares issued at June 30, 2013 and December 31, 2012, respectively; 31,392,480 and 31,201,106 shares outstanding at June 30, 2013 and December 31, 2012, respectively	3.1			3.1
Additional paid-in-capital	40.7			41.0
Common stock in treasury, at cost, 8,760 shares at December 31, 2012	—			(0.3		)
Retained earnings	521.3			483.4
Accumulated other comprehensive loss, net of tax	(35.6		)	(15.4		)
Total Stockholders’ Equity	529.5			511.8
Total Liabilities and Stockholders’ Equity	$	919.0		$	886.7

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

3

SCHWEITZER-MAUDUIT INTERNATIONAL, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(dollars in millions, except per share amounts)

(Unaudited)

	Common Stock Issued							Treasury Stock
	Shares		Amount		Additional Paid-In Capital			Shares		Amount			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Total
Balance, December 31, 2011	37,587,298		$	3.8	$	211.7		5,220,414		$	(132.1	)	$	417.0		$	(24.5	)	$	475.9
Net income													35.6						35.6
Other comprehensive income, net of tax																(12.2		)	(12.2		)
Dividends declared ($0.15 per share)													(4.8		)				(4.8		)
Restricted stock issuances, net					(3.4		)	(134,026	)	3.4									—
Stock-based employee compensation expense					3.1														3.1
Excess tax benefits of stock-based employee compensation					0.1														0.1
Stock issued to directors as compensation	884				—														—
Issuance of shares for options exercised	11,100				0.1			—											0.1
Purchases of treasury stock								1,346,922		(45.7		)							(45.7		)
Balance, June 30, 2012	37,599,282		$	3.8	$	211.6		6,433,310		$	(174.4	)	$	447.8		$	(36.7	)	$	452.1
Balance, December 31, 2012	31,209,866		$	3.1	$	41.0		8,760		$	(0.3	)	$	483.4		$	(15.4	)	$511.8
Net income													56.7						56.7
Other comprehensive loss, net of tax																(20.2		)	(20.2		)
Dividends declared ($0.60 per share)													(18.8		)				(18.8		)
Restricted stock issuances, net	208,061				(0.2		)	(5,000	)	0.2									—
Stock-based employee compensation expense					0.8														0.8
Excess tax benefits of stock-based employee compensation					0.5														0.5
Stock issued to directors as compensation	771				0.1														0.1
Issuance of shares for options exercised	21,000				0.3														0.3
Share cancellation	(47,218	)			(1.8		)	(47,218	)	1.8									—
Purchases of treasury stock								43,458		(1.7		)							(1.7		)
Balance, June 30, 2013	31,392,480		$	3.1	$	40.7		—		$	—		$	521.3		$	(35.6	)	$	529.5

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

4

SCHWEITZER-MAUDUIT INTERNATIONAL, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW

(dollars in millions)

(Unaudited)

	Six Months Ended
	June 30, 2013			June 30, 2012
Operations
Net income	$	56.7		$	35.6
Less: Loss from discontinued operations	(3.4		)	(5.0		)
Income from continuing operations	60.1			40.6
Non-cash items included in net income:
Depreciation and amortization	18.1			19.3
Impairment	—			20.0
Deferred income tax provision	7.7			1.3
Pension and other postretirement benefits	2.4			2.2
Stock-based compensation	0.8			3.1
Income from equity affiliates, net of cash dividends received	2.2			2.2
Excess tax benefits of stock-based awards	(0.5		)	(0.1		)
Other items	1.1			0.2
Changes in operating working capital:
Accounts receivable	(5.1		)	1.3
Inventories	(4.3		)	(8.5		)
Prepaid expenses	(0.5		)	(0.7		)
Accounts payable	0.7			(2.3		)
Accrued expenses	2.1			(4.4		)
Accrued income taxes	(4.1		)	3.1
Net changes in operating working capital	(11.2		)	(11.5		)
Net cash provided (used) by operating activities of:
- Continuing operations	80.7			77.3
- Discontinued operations	1.1			(2.3		)
Cash Provided by Operations	81.8			75.0
Investing
Capital spending	(9.2		)	(14.0		)
Capitalized software costs	(0.1		)	(0.3		)
Investment in equity affiliates	—			(20.9		)
Other investing	(0.6		)	(7.1		)
Cash Used for Investing	(9.9		)	(42.3		)
Financing
Cash dividends paid to SWM stockholders	(18.8		)	(4.8		)
Changes in short-term debt	(0.7		)	(3.2		)
Proceeds from issuances of long-term debt	31.4			39.7
Payments on long-term debt	(21.3		)	(7.0		)
Purchases of treasury stock	(1.7		)	(45.7		)
Proceeds from exercise of stock options	0.3			0.1
Excess tax benefits of stock-based awards	0.5			0.1
Cash Used in Financing	(10.3		)	(20.8		)
Effect of Exchange Rate Changes on Cash and Cash Equivalents	(0.1		)	(0.2		)
Increase in Cash and Cash Equivalents	61.5			11.7
Cash and Cash Equivalents at beginning of period	151.2			76.5
Cash and Cash Equivalents at end of period	$	212.7		$	88.2

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

5

Note 1. General

Nature of Business

Schweitzer-Mauduit International, Inc., or SWM or the Company, is a multinational diversified producer of premium specialty papers headquartered in the United States of America. The Company manufactures and sells paper and reconstituted tobacco products to the tobacco industry as well as specialized paper products for use in other applications. The Company’s tobacco-related products include cigarette, plug wrap and base tipping papers, or Cigarette Papers, used to wrap various parts of a cigarette, reconstituted tobacco leaf, or RTL, which is used as a blend with virgin tobacco in cigarettes and reconstituted tobacco wrappers and binders for machine-made cigars. These products are sold directly to the major tobacco companies or their designated converters in the Americas, Europe, Asia and elsewhere. Non-tobacco industry products are a diverse mix of products, certain of which represent commodity paper grades produced to maximize machine operations.

The Company is a manufacturer of high porosity papers, which are used in manufacturing ventilated cigarettes, banded and print banded papers for the production of lower ignition propensity, or LIP, cigarettes and the leading independent producer of RTL used in producing blended cigarettes. The Company conducts business in over 90 countries and currently operates 9 production locations worldwide, with mills in the United States, France, Brazil and Poland. The Company also has a 50% equity interest in two joint ventures in China.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements and the notes thereto have been prepared in accordance with the instructions of Form 10-Q and Rule 10-01 of Regulation S-X of the Securities and Exchange Commission, or the SEC, and do not include all of the information and disclosures required by accounting principles generally accepted in the United States of America, or U.S. GAAP. However, such information reflects all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of results for the interim periods including the results of a business reclassified as a discontinued operation which is more fully described in Note 3. Discontinued Operations.

The results of operations are not necessarily indicative of the results to be expected for the full year. The unaudited consolidated financial statements included herein should be read in conjunction with the audited consolidated financial statements and the notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012, as filed with the SEC on March 1, 2013.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and wholly-owned, majority-owned and controlled subsidiaries. The Company’s share of the net income of its 50% owned joint ventures in China are included in the consolidated statements of income as income from equity affiliates. Intercompany balances and transactions have been eliminated.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses and related disclosures of contingent assets and liabilities in the consolidated financial statements and accompanying notes. Estimates are used for, but not limited to, inventory valuation, useful lives of tangible and intangible assets, fair values, sales returns, receivables valuation, pension, postretirement and other benefits, restructuring and impairment, taxes and contingencies. Actual results could differ materially from those estimates.

6

Recent Accounting Pronouncements

On January 1, 2013, the Company adopted Financial Accounting Standards Board's Accounting Standards Update (ASU) 2013-02 Comprehensive Income (Topic 220): Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income. The ASU amends and clarifies disclosure requirements for reclassifications from Other Comprehensive Income. The adoption of this guidance expanded the disclosure included in Note 2. Other Comprehensive Income, but it did not have a material impact on our condensed consolidated financial statements.

Note 2. Other Comprehensive Income

Comprehensive income includes net income, as well as items charged and credited directly to stockholders' equity, which are excluded from net income. The Company has presented comprehensive income in the condensed consolidated statements of comprehensive income. Reclassification adjustments of derivative instruments are presented in Net Sales in the condensed consolidated statements of income. See Note 9. Derivatives for additional information. Amortization of accumulated pension and other post-employment benefit (OPEB) liabilities are included in the computation of net period pension and OPEB costs, which are more fully discussed in Note 11. Postretirement and Other Benefits.

Components of accumulated other comprehensive loss were as follows ($ in millions):

	June 30, 2013			December 31, 2012
Accumulated pension and OPEB liability adjustments, net of income tax of $22.1 million and $23.3 million at June 30, 2013 and December 31, 2012, respectively	$	(41.1	)	$	(43.2	)
Accumulated unrealized loss on derivative instruments, net of income tax benefit of $0.6 million and $1.5 million at June 30, 2013 and December 31, 2012, respectively	(6.6		)	(1.4		)
Accumulated unrealized foreign currency translation adjustments	12.1			29.2
Accumulated other comprehensive loss	$	(35.6	)	$	(15.4	)

Changes in the components of accumulated other comprehensive loss were as follows ($ in millions):

	Three Months Ended
	June 30, 2013									June 30, 2012
	Pre-tax			Tax			Net of Tax			Pre-tax			Tax			Net of Tax
Pension and OPEB liability adjustments	$	1.4		$	(0.4	)	$	1.0		$	1.7		$	(0.5	)	$	1.2
Unrealized loss on derivative instruments	(6.1		)	(0.2		)	(6.3		)	(6.2		)	2.1			(4.1		)
Unrealized foreign currency translation adjustments	(5.9		)	—			(5.9		)	(23.1		)	—			(23.1		)
Total	$	(10.6	)	$	(0.6	)	$	(11.2	)	$	(27.6	)	$	1.6		$	(26.0	)

	Six Months Ended
	June 30, 2013									June 30, 2012
	Pre-tax			Tax			Net of Tax			Pre-tax			Tax			Net of Tax
Pension and OPEB liability adjustments	$	3.3		$	(1.2	)	$	2.1		$	1.1		$	(0.3	)	$	0.8
Unrealized loss on derivative instruments	(4.4		)	(0.8		)	(5.2		)	(3.0		)	1.0			(2.0		)
Unrealized foreign currency translation adjustments	(17.1		)	—			(17.1		)	(11.0		)	—			(11.0		)
Total	$	(18.2	)	$	(2.0	)	$	(20.2	)	$	(12.9	)	$	0.7		$	(12.2	)

7

Note 3. Discontinued Operations

The Company's paper mill in Medan, Indonesia and closed paper mill in San Pedro, Philippines have been reported as discontinued operations. The sale of the Indonesian mill was finalized in the second quarter of 2013 and a $1.6 million non-cash loss was recorded in discontinued operations. For all periods presented, results of both of these mills have been removed from each individual line within the statements of income and the operating activities section of the statements of cash flow. In each case, a separate line has been added for the net results of discontinued operations.

In the consolidated balance sheets, the assets and liabilities of the Indonesia mill were classified as Held-for-Sale as of December 31, 2012 and therefore, except for cash and cash equivalents, assets and liabilities of the Indonesian mill were included in other current assets and accrued expenses, respectively, since December 31, 2012. As a result of the sale of the Indonesian mill, the consolidated balance sheets as of June 30, 2013 do not include the assets and liabilities of that business. Property, plant and equipment, net, of the Philippines mill was classified as Held-for-Sale and has been included in other current assets since March 31, 2013. Prior year balances have not been reclassified in the consolidated balance sheets.

Included in Other Current Assets and Accrued Expenses within the condensed consolidated balance sheet are the following major classes of assets and liabilities, respectively, associated with the discontinued operations ($ in millions):

	June 30, 2013		December 31, 2012
Assets of discontinued operations:
Current assets	$	1.6	$	7.7
Property, Plant and Equipment, net	6.0		—
Noncurrent deferred income tax benefits	—		0.8
Other assets	3.5		0.2
Liabilities of discontinued operations:
Current liabilities	0.7		2.1

Summary financial results of discontinued operations were as follows ($ in millions):

	Three Months Ended						Six Months Ended
	June 30, 2013			June 30, 2012			June 30, 2013			June 30, 2012
Net sales	$	2.0		$	5.9		$	6.4		$	13.0
Restructuring and impairment expense	1.5			—			1.4			—
Loss on disposal	(1.6		)	—			(1.6		)	—
Loss from discontinued operations before income taxes	(3.6		)	(1.9		)	(4.0		)	(2.7		)
Income tax (provision) benefit	0.8			(0.6		)	0.6			(2.3		)
Loss from discontinued operations	(2.8		)	(2.5		)	(3.4		)	(5.0		)

8

Note 4. Net Income Per Share

The Company uses the two-class method to calculate earnings per share. The Company has granted restricted stock that contains nonforfeitable rights to dividends on unvested shares. Since these unvested shares are considered participating securities under the two-class method, the Company allocates earnings per share to common stock and participating securities according to dividends declared and participation rights in undistributed earnings.

Diluted net income per common share is computed based on net income divided by the weighted average number of common and potential common shares outstanding. Potential common shares during the respective periods are those related to dilutive stock-based compensation, including long-term share-based incentive compensation, stock options outstanding, and directors’ accumulated deferred stock compensation which may be received by the directors in the form of stock or cash. A reconciliation of the average number of common and potential common shares outstanding used in the calculations of basic and diluted net income per share follows ($ in millions, shares in thousands):

	Three Months Ended						Six Months Ended
	June 30, 2013			June 30, 2012			June 30, 2013			June 30, 2012
Numerator (basic and diluted):
Net income	$	26.6		$	21.0		$	56.7		$	35.6
Less: Dividends paid to participating securities	—			(0.1		)	(0.1		)	(0.1		)
Less: Undistributed earnings available to participating securities	(0.2		)	(0.2		)	(0.4		)	(0.4		)
Undistributed and distributed earnings available to common stockholders	$	26.4		$	20.7		$	56.2		$	35.1
Denominator:
Average number of common shares outstanding	31,097.3			30,890.2			31,021.9			31,318.6
Effect of dilutive stock-based compensation	162.2			355.8			162.7			333.0
Average number of common and potential common shares outstanding	31,259.5			31,246.0			31,184.6			31,651.6

There were no anti-dilutive stock options during the three and six month periods ended June 30, 2013 or 2012.

9

Note 5. Inventories

Inventories are valued at the lower of cost using the First-In, First-Out, or FIFO, and weighted average methods, or market. The Company's inventoriable costs primarily include pulp, chemicals, direct labor, utilities, maintenance, depreciation, finishing supplies and an allocation of mill overhead costs. Machine start-up costs or abnormal machine shut downs are expensed in the period incurred and are not inventoried. The definition of market value, with respect to all inventories, is replacement cost or net realizable value. The Company reviews inventories at least quarterly to determine the necessity of write-offs for excess, obsolete or unsalable inventory. The Company estimates write-offs for inventory obsolescence and shrinkage based on its judgment of future realization. These reviews require the Company to assess customer and market demand. The following schedule details inventories by major class ($ in millions):

	June 30, 2013		December 31, 2012
Raw materials	$	28.0	$	31.5
Work in process	28.2		23.4
Finished goods	38.0		36.8
Supplies and other	18.1		19.9
Total	$	112.3	$	111.6

Note 6. Goodwill and Intangible Assets

The changes in the carrying amount of goodwill for each segment for the six months endedJune 30, 2013 were as follows ($ in millions):

	Reconstituted Tobacco		Paper			Total
Goodwill as of December 31, 2012, gross	$	5.7	$	2.7		$	8.4
Accumulated impairment losses	—		(2.7		)	(2.7		)
Goodwill as of December 31, 2012, net	5.7		—			5.7
Foreign currency translation adjustments	—		—			—
Goodwill as of June 30, 2013, gross	5.7		2.7			8.4
Accumulated impairment losses	—		(2.7		)	(2.7		)
Goodwill as of June 30, 2013, net	$	5.7	$	—		$	5.7

10

The gross carrying amount and accumulated amortization for amortizable intangible assets consisted of the following ($ in millions):

	June 30, 2013						December 31, 2012
	Gross Carrying Amount		Accumulated Amortization*		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization*		Net Carrying Amount
Customer-related intangibles (Reconstituted Tobacco Segment)	$	10.0	$	9.8	$	0.2	$	10.0	$	9.6	$	0.4

*  Accumulated amortization also includes adjustments for foreign currency translation.

Amortization expense of intangible assets was $0.1 million and $0.2 million for the three months ended June 30, 2013 and 2012, respectively, and $0.2 million and $0.5 million for the six months endedJune 30, 2013 and 2012, respectively. The Company’s customer-related intangibles are amortized to expense using the 150% declining balance method over a 6-year life. The remaining customer-related intangible assets are expected to be fully amortized during 2013.

Note 7. Restructuring Activities

The Company incurred restructuring and impairment expenses of $0.7 million and $5.3 million in the three months ended June 30, 2013 and 2012, respectively, and $2.3 million and $24.0 million in the six months ended June 30, 2013 and 2012, respectively.

In the Paper segment, restructuring and impairment expenses were $0.4 million and $2.1 million during the three months ended June 30, 2013 and 2012, respectively, and $1.5 million and $20.0 million during the six months ended June 30, 2013 and 2012, respectively. During the six months ended June 30, 2013, restructuring and impairment expenses primarily included $1.0 million related to severance and early retirement expenses in the French operations for ongoing accruals over the remaining service lives of affected employees related to previously announced actions and terminating a third-party printing agreement in Europe. For the six months ended June 30, 2012, expenses for the Paper segment were primarily related to the Company's amendment of a supply agreement with Philip Morris-USA, a subsidiary of Altria Group Inc. The amended agreement eliminated the Company's contractual commitment to stand ready to produce commercial quantities of banded cigarette paper even in the absence of firm orders. The Company considered these new terms to be a triggering event requiring evaluation of the recoverability of our Spotswood mill's banded cigarette paper production assets. Based on this analysis, which reflected management's assessment of the most likely future utilization of the mill, the Company in 2012 recorded a $16.9 million impairment charge to reduce the carrying value of these assets to their fair value.

Fair value was determined by using management's estimates of market participants' discounted future cash flows and independent appraisals of certain assets, both which are considered significant unobservable inputs, or Level 3 inputs. Management used significant judgment to develop assumptions, including forecasted sales volumes, allocation of certain overhead costs attributable to the Spotswood mill and weighted average cost of capital, based on historical and projected operational performance.

The Reconstituted Tobacco segment restructuring and impairment expenses were $0.3 million and $3.2 million for the three months ended June 30, 2013 and 2012, respectively, and $0.8 million and $3.9 million for the six months ended June 30, 2013 and 2012, respectively. During both the three and six months ended June 30, 2013, restructuring and impairment expenses primarily related to severance and early retirement expenses in the French operations for ongoing accruals over the remaining service lives of affected employees related to previously announced actions. Expenses incurred during the three and six months ended June 30, 2012, were primarily costs associated with suspending construction of the RTL facility in the Philippines and related mothballing activities.

11

Restructuring liabilities were classified within Accrued expenses in each of the consolidated balance sheets as of June 30, 2013 and December 31, 2012. Changes in the restructuring liabilities, substantially all of which are employee-related, during the periods ended June 30, 2013 and December 31, 2012 are summarized as follows ($ in millions):

	Six Months Ended			Year Ended
	June 30, 2013			December 31, 2012
Balance at beginning of year	$	3.4		$	7.3
Accruals for announced programs	2.3			2.6
Cash payments	(1.5		)	(6.4		)
Exchange rate impacts	(0.2		)	(0.1		)
Balance at end of period	$	4.0		$	3.4

Note 8. Debt

Total debt is summarized in the following table ($ in millions):

	June 30, 2013			December 31, 2012
Revolving Credit Agreement	$	147.6		$	139.1
French Employee Profit Sharing	16.0			14.7
Bank Overdrafts	0.7			2.0
Other	0.2			0.2
Total Debt	164.5			156.0
Less: Current debt	(3.3		)	(4.2		)
Long-Term Debt	$	161.2		$	151.8

Credit Agreement

In May 2011, the Company entered into an unsecured revolving credit facility, or Credit Agreement. The five-year revolving Credit Agreement provides for borrowing capacity of approximately $225 million with an option to increase borrowing capacity by $100 million and includes a $100 million equivalent sub-limit available in euro, of which €25 million was drawn at June 30, 2013, and a $25 million equivalent sub-limit available in Philippine pesos. The Credit Agreement contains representations and warranties which are customary for facilities of this type and covenants and provisions that, among other things, require the Company to maintain (a) a maximum net debt to EBITDA ratio of 3.00 and (b) minimum interest coverage of 3.50. The Company was in compliance with its financial covenants at June 30, 2013.

Under the Credit Agreement, interest rates are based on the London Interbank Offered Rate plus an applicable margin that varies from 1.25% to 2.00% depending on the Net Debt to EBITDA Ratio, as defined in the Credit Agreement.  The Company will incur commitment fees at an annual rate of 0.20% to 0.30% of the applicable margin on the committed amounts not drawn, depending on the Net Debt to EBITDA Ratio. As of June 30, 2013, the applicable interest rate on Credit Agreement borrowings was 1.50% on US Dollar borrowings and 1.38% on euro borrowings.

Fair Value of Debt

At June 30, 2013 and December 31, 2012, the estimated fair values of the Company’s current and long-term debt approximated the respective carrying amounts since the interest rates were variable and based on current market indices.

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Note 9. Derivatives

In the normal course of business, the Company is exposed to foreign currency exchange rate risk and interest rate risk on its variable-rate debt. To manage these risks, the Company utilizes a variety of practices including, where considered appropriate, derivative instruments. The Company has no derivative instruments for trading or speculative purposes nor any derivatives with credit risk-related contingent features. All derivative instruments used by the Company are either exchange traded or are entered into with major financial institutions in order to reduce credit risk and risk of nonperformance by third parties. The fair values of the Company’s derivative instruments are determined using observable inputs and are considered Level 2 assets or liabilities.

The Company utilizes currency forward, swap and, to a lesser extent, option contracts to selectively hedge its exposure to foreign currency risk when it is practical and economical to do so. The use of these contracts minimizes transactional exposure to exchange rate changes. We designate certain of our foreign currency hedges as cash flow hedges. Changes in the fair value of cash flow hedges are reported as a component of other comprehensive income (loss) and reclassified into earnings when the forecasted transaction affects earnings. For foreign exchange contracts not designated as cash flow hedges, changes in the contracts’ fair value are recorded to net income each period.

The Company selectively hedges its exposure to interest rate increases on variable-rate, long-term debt when it is practical and economical to do so. Changes in the fair value of our interest rate swaps are recorded to net income each period. There were no interest rate hedge agreements as of June 30, 2013.

The following table presents the fair value of asset and liability derivatives and the respective balance sheet locations at June 30, 2013 ($ in millions):

	Asset Derivatives			Liability Derivatives
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedges:
Foreign exchange contracts	Accounts Receivable	$	—	Accounts Payable	$	3.0
Foreign exchange contracts	Other Assets	—		Other Liabilities	4.0
Total derivatives designated as hedges		$	—		$	7.0

The following table presents the fair value of asset and liability derivatives and the respective balance sheet locations at December 31, 2012 ($ in millions):

	Asset Derivatives			Liability Derivatives
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedges:
Foreign exchange contracts	Accounts Receivable	$	0.4	Accounts Payable	$	—
Foreign exchange contracts	Other Assets	—		Other Liabilities	3.5
Total derivatives designated as hedges		$	0.4		$	3.5

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The following table provides the effect derivative instruments in cash flow hedging relationships had on accumulated other comprehensive income (loss), or AOCI, and results of operations ($ in millions):

Derivatives Designated as Cash Flow Hedging Relationships	(Gain) Loss Recognized in AOCI on Derivatives, Net of Tax										Gain Reclassified from AOCI into Net Sales
	Three Months Ended					Six Months Ended					Three Months Ended				Six Months Ended
	June 30,					June 30,					June 30,				June 30,
	2013		2012			2013		2012			2013		2012		2013		2012
Foreign exchange contracts	$	4.1	$	(4.1	)	$	5.2	$	(2.0	)	$	0.2	$	0.4	$	0.5	$	1.6

The Company's designated derivative instruments are perfectly effective. As such, related to the hedge ineffectiveness or amounts excluded from hedge effectiveness testing, there were no gains or losses recognized immediately in income for the three months and six months endedJune 30, 2013 and 2012.

The following table provides the effect derivative instruments not designated as hedging instruments had on net income ($ in millions):

Derivatives Not Designated as Cash Flow Hedging Instruments	Amount of Gain / (Loss) Recognized in Other Income / Expense
	Three Months Ended					Six Months Ended
	June 30, 2013			June 30, 2012		June 30, 2013			June 30, 2012
Interest rate contracts	$	—		$	—	$	—		$	(0.1	)
Foreign exchange contracts	(0.4		)	0.9		(0.8		)	(1.6		)
Total	$	(0.4	)	$	0.9	$	(0.8	)	$	(1.7	)

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Note 10. Commitments and Contingencies

Litigation

Imposto sobre Circulaçăo de Mercadorias e Serviços, or ICMS, a form of value-added tax in Brazil, was assessed to our Brazilian subsidiary Schweitzer-Mauduit do Brasil Indústria e Comércio de Papel Ltda., or SWM-B, in December of 2000. SWM-B received two assessments from the tax authorities of the State of Rio de Janeiro for unpaid ICMS taxes from January 1995 through November 2000, collectively the Assessment.

The Assessment concerned the accrual and use by SWM-B of ICMS tax credits generated from the production and sale of certain non-tobacco related grades of paper sold domestically that are immune from the tax to offset ICMS taxes otherwise owed on the sale of products that are not immune. One of the two assessments, or Assessment 1 (case number 2001.001.115144-5), related in part to tax periods that predated our acquisition of the Pirahy mill in Pirai, Brazil and is covered in part by an indemnification from the sellers of the Pirahy mill. The second assessment, or Assessment 2 (case number 2001.001.06544-6), pertains exclusively to periods that SWM-B owned the Pirahy mill. While SWM-B would be primarily responsible for the full payment of the Assessment in the event of an ultimate unfavorable outcome, SWM-B is not aware of any difficulties that would be encountered in obtaining reimbursement of that portion of any payment resulting from Assessment 1 from the previous owners of the Pirahy mill under the indemnification.

SWM-B has contested the Assessment based on Article 150, VI of the Brazilian Federal Constitution of 1988, which grants immunity from ICMS taxes to papers used in the production of books, newspapers and periodicals, or immune papers, and the raw material inputs used to produce immune papers.

Both assessments are presently on appeal in separate chambers of the Federal Supreme Court of Brazil. Assessment 1 is before the court on a procedural question which, if decided favorably, would invalidate Assessment 1. If decided against SWM-B, the lower court would be notified to send the case records to the Federal Supreme Court for a decision on the merits. Assessment 2 is before the Federal Supreme Court of Brazil on the merits and will be finally decided by the action of the chamber of the court hearing the matter, unless there is a prior decision by a chamber of the Federal Supreme Court on Assessment 1 that is in contradiction, in which case the conflict between the rulings of the different chambers could be decided by the Federal Supreme Court sitting as a whole. No docket entry has been made yet regarding argument on either assessment.  SWM-B continues to vigorously contest the Assessment and believes that the Assessment will ultimately be resolved in its favor. Based on the foreign currency exchange rate at June 30, 2013, the Assessment totaled approximately $43 million, of which approximately $20 million is covered by the above-discussed indemnification. No liability has been recorded in our condensed consolidated financial statements for the Assessment based on our evaluation of the Assessment under the facts and law as presently understood.

Environmental Matters

The Company's operations are subject to various nations' federal, state and local laws, regulations and ordinances relating to environmental matters. The nature of the Company's operations exposes it to the risk of claims with respect to various environmental matters, and there can be no assurance that material costs or liabilities will not be incurred in connection with such claims. While the Company has incurred in the past several years, and will continue to incur, capital and operating expenditures in order to comply with environmental laws and regulations, it believes that its future cost of compliance with environmental laws, regulations and ordinances, and its exposure to liability for environmental claims and its obligation to participate in the remediation and monitoring of certain hazardous waste disposal sites, will not have a material effect on its financial condition or results of operations. However, future events, such as changes in existing laws and regulations, or unknown contamination of sites owned, operated or used for waste disposal by the Company (including contamination caused by prior owners and operators of such sites or other waste generators) may give rise to additional costs which could have a material effect on its financial condition or results of operations.

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General Matters

In the ordinary course of conducting business activities, the Company and its subsidiaries become involved in certain other judicial, administrative and regulatory proceedings involving both private parties and governmental authorities. These proceedings include insured and uninsured regulatory, employment, general and commercial liability, environmental and other matters. At this time, the Company does not expect any of these proceedings to have a material effect on its reputation, business, financial condition, results of operations or cash flows. However, the Company can give no assurance that the results of any such proceedings will not materially affect its reputation, business, financial condition, results of operations or cash flows.

Note 11. Postretirement and Other Benefits

The Company sponsors pension benefits in the United States, France and Canada and postretirement healthcare and life insurance, or OPEB, benefits in the United States and Canada. The Company’s Canadian pension and OPEB benefits are not material and therefore are not included in the following disclosures.

Pension and OPEB Benefits

The components of net pension and OPEB benefit costs for U.S. employees and net pension benefit costs for French employees during the three months and six months endedJune 30, 2013 and 2012 were as follows ($ in millions):

	Three Months Ended June 30,
	U.S. Pension Benefits						French Pension Benefits						U.S. OPEB Benefits
	2013			2012			2013			2012			2013			2012
Service cost	$	—		$	—		$	0.3		$	0.3		$	—		$	0.1
Interest cost	1.3			1.4			0.2			0.2			0.1			0.2
Expected return on plan assets	(1.8		)	(1.9		)	(0.1		)	(0.2		)	—			—
Amortizations and other	1.8			1.5			0.2			0.1			(0.2		)	—
Net periodic benefit cost	$	1.3		$	1.0		$	0.6		$	0.4		$	(0.1	)	$	0.3

	Six Months Ended June 30,
	U.S. Pension Benefits						French Pension Benefits						U.S. OPEB Benefits
	2013			2012			2013			2012			2013			2012
Service cost	$	—		$	—		$	0.6		$	0.5		$	—		$	0.1
Interest cost	2.6			2.8			0.4			0.5			0.1			0.3
Expected return on plan assets	(3.6		)	(3.8		)	(0.2		)	(0.3		)	—			—
Amortizations and other	3.5			3.0			0.5			0.1			(0.4		)	—
Net periodic benefit cost	$	2.5		$	2.0		$	1.3		$	0.8		$	(0.3	)	$	0.4

During the full-year 2013, the Company expects to recognize approximately $6.0 million for amortization of accumulated other comprehensive loss related to its U.S. pension and OPEB plans and approximately $0.2 million credit for its French pension plans. During the six months endedJune 30, 2013, the Company contributed $0.7 million to its U.S. pension plan.

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Note 12. Income Taxes

A reconciliation of income taxes computed at the U.S. federal statutory income tax rate to the provision for income taxes is as follows ($ in millions): 

	Three Months Ended										Six Months Ended
	June 30, 2013					June 30, 2012					June 30, 2013					June 30, 2012
	Amount			Percent		Amount			Percent		Amount			Percent		Amount			Percent
Tax provision at U.S. statutory rate	$	14.8		35.0	%	$	12.6		35.0	%	$	29.7		35.0	%	$	21.2		35.0	%
Tax benefits of foreign legal structure	(0.4		)	(1.0	)	(1.2		)	(3.3	)	(0.7		)	(0.8	)	(1.6		)	(2.6	)
Adjustments to valuation allowances	—			—		—			—		—			—		(0.4		)	(0.7	)
French business tax reclassified as income tax	0.5			1.1		0.6			1.7		1.1			1.3		1.3			2.1
Change in enacted foreign tax rate	—			—		0.3			0.8		—			—		0.6			1.0
Foreign income tax rate differential and other foreign taxes	(1.2		)	(2.9	)	0.5			1.4		(3.8		)	(4.5	)	0.3			0.5
Other, net	0.1			0.2		0.1			0.2		(0.1		)	(0.1	)	(0.5		)	(0.8	)
Provision for income taxes	$	13.8		32.4	%	$	12.9		35.8	%	$	26.2		30.9	%	$	20.9		34.5	%

The Company's deferred tax asset valuation allowances are primarily the result of uncertainties regarding the future realization of recorded tax benefits on tax loss carryforwards for certain entities. The Company's assumptions, judgments and estimates relative to the valuation of these net deferred tax assets take into account available positive and negative evidence of realizability, including recent financial performance, the ability to realize benefits of restructuring and other recent actions, projections of the amount and category of future taxable income and tax planning strategies. Actual future operating results and the underlying amount and category of income in future periods could differ from the Company's current assumptions, judgments and estimates.

All unrecognized tax positions would impact the Company's effective tax rate if recognized. The Company’s policy with respect to penalties and interest in connection with income tax assessments or related to unrecognized tax benefits is to classify penalties as provision for income taxes and interest as interest expense in its consolidated statement of income. There were no material income tax penalties or interest accrued during the three or six months endedJune 30, 2013 or 2012.

The Company files income tax returns in the U.S. Federal and several state jurisdictions as well as in many foreign jurisdictions. With certain exceptions, the Company is no longer subject to U.S. Federal, state and local, or foreign income tax examinations for years before 2009.

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Note 13. Segment Information

The Company's two operating product line segments are also the Company's reportable segments: Paper and Reconstituted Tobacco. The Paper segment primarily produces Cigarette Papers such as cigarette papers, including LIP papers, plug wrap papers and base tipping papers used to wrap various parts of a cigarette for sale to cigarette manufacturers. The Paper segment also includes commercial and industrial products such as lightweight printing and writing papers, battery separator paper, drinking straw wrap, filter paper and other specialized papers. These non-tobacco industry products are generally sold directly to converters and other end-users or brokers. The Reconstituted Tobacco segment produces reconstituted tobacco leaf, or RTL, and wrapper and binder products for sale to cigarette and cigar manufacturers.

Information about Net Sales and Operating Profit

The accounting policies of these segments are the same as those described in Note 2. Summary of Significant Accounting Policies in the Notes to the Consolidated Financial Statements in the Company's Annual Report on Form 10-K for the year ended December 31,2012. The Company primarily evaluates segment performance and allocates resources based on operating profit. Expense amounts not associated with segments are referred to as unallocated expenses.

($ in millions)	Net Sales
	Three Months Ended								Six Months Ended
	June 30, 2013				June 30, 2012				June 30, 2013				June 30, 2012
Paper	$	137.8	70.1	%	$	136.0	70.5	%	$	276.7	70.8	%	$	271.1	69.9	%
Reconstituted Tobacco	58.7		29.9		56.9		29.5		114.3		29.2		116.8		30.1
Total Consolidated	$	196.5	100.0	%	$	192.9	100.0	%	$	391.0	100.0	%	$	387.9	100.0	%

($ in millions)	Operating Profit
	Three Months Ended										Six Months Ended
	June 30, 2013					June 30, 2012					June 30, 2013					June 30, 2012
Paper	$	26.0		61.8	%	$	22.9		60.9	%	$	51.3		61.2	%	$	28.0		44.6	%
Reconstituted Tobacco	22.1			52.5		20.1			53.5		43.5			51.9		44.8			71.3
Unallocated	(6.0		)	(14.3	)	(5.4		)	(14.4	)	(11.0		)	(13.1	)	(10.0		)	(15.9	)
Total Consolidated	$	42.1		100.0	%	$	37.6		100.0	%	$	83.8		100.0	%	$	62.8		100.0	%

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Item 2.   Management's Discussion and Analysis of Financial Condition and Results of Operations

The following is a discussion of our results of operations and financial condition. This discussion should be read in conjunction with our consolidated financial statements and related notes included elsewhere in this report and the audited consolidated financial statements and related notes and the selected financial data included in Item 6 of our Annual Report on Form 10-K for the year ended December 31, 2012. The discussion of our results of operations and financial condition includes various forward-looking statements about our markets, the demand for our products and our future prospects. These statements are based on certain assumptions that we consider reasonable. For information about risks and exposures relating to us and our business, you should read the section entitled “Factors That May Affect Future Results,” in our Annual Report on Form 10-K for the year ended December 31, 2012. Unless the context indicates otherwise, references to "SWM", "we", "us", "our", or similar terms include Schweitzer-Mauduit International, Inc. and our consolidated subsidiaries.

Summary

($ in millions, except per share amounts)	Three Months Ended										Six Months Ended
	June 30, 2013					June 30, 2012					June 30, 2013					June 30, 2012
Net sales	$	196.5		100.0	%	$	192.9		100.0	%	$	391.0		100.0	%	$	387.9		100.0	%
Gross profit	64.9			33.0		63.6			33.0		127.6			32.6		127.9			33.0
Restructuring & impairment expense	0.7			0.4		5.3			2.7		2.3			0.6		24.0			6.2
Operating profit	42.1			21.4		37.6			19.5		83.8			21.4		62.8			16.2
Interest expense	0.7			0.4		0.9			0.5		1.4			0.4		1.8			0.5
Income from continuing operations	29.4			15.0		23.5			12.2		60.1			15.4		40.6			10.5
Loss from discontinued operations	(2.8		)	(1.4	)	(2.5		)	(1.3	)	(3.4		)	(0.9	)	(5.0		)	(1.3	)
Net income	26.6			13.5	%	21.0			10.9	%	56.7			14.5	%	35.6			9.2	%
Diluted earnings per share from continuing operations	$	0.93				$	0.74				$	1.91				$	1.27
Diluted earnings per share	$	0.84				$	0.66				$	1.80				$	1.11
Cash provided by operations	$	40.5				$	26.6				$	81.8				$	75.0
Capital spending	$	3.6				$	6.2				$	9.2				$	14.0

Second Quarter Highlights

In the second quarter of 2013, SWM reported net income of $26.6 million on total net sales of $196.5 million. Compared to the prior-year quarter, net sales increased $3.6 million due in part to continued growth in LIP products.

Cash provided by operations was $40.5 million in the second quarter of 2013 compared to $26.6 million in second quarter of 2012. The $13.9 million increase was due primarily to a $9.0 million favorable second quarter 2013 versus second quarter 2012 comparison of net change in working capital. Uses of cash during the second quarter of 2013 included $3.6 million of capital spending and $9.4 million in cash dividends paid to SWM stockholders.

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Year-to-Date Highlights

In the six months ended June 30, 2013, SWM net income increased $21.1 million to $56.7 million primarily due to our operational excellence initiatives, continued growth in LIP sales volumes and lower restructuring-related impairment charges.

Cash provided by operations was $81.8 million during the first half of 2013 compared to $75.0 million in the first half of 2012. We have returned $18.8 million through dividends to SWM stockholders during the six months ended June 30, 2013 compared to $4.8 million in the prior-year period.

Recent Developments

Construction progress continues at our reconstituted tobacco joint venture in China, China Tobacco-Schweitzer (Yunnan) Reconstituted Tobacco Company Ltd., or CTS, which is on track to open in 2014 with an expected ramp to full capacity by 2016. We expect CTS to incur a higher level of start-up expenses in 2014 prior to profitable operations in 2015.

During the second quarter of 2013, we finalized the sale of our paper mill in Indonesia, which is presented as a discontinued operation. The sale resulted in a non-cash loss of $1.6 million.

Administrative and Court Proceedings Relating to Papers for Lower Ignition Propensity Cigarettes

In December 2009, Miquel y Costas S.A., Société Papéterie Leman SAS and delfortgroup AG filed Notices of Opposition to the European Patent Office's, or EPO, grant of European Patent EP 1482815.  The opponents contend that the claimed invention is not disclosed in a manner sufficiently clear and complete for it to be carried out by a person skilled in the art and that the claims were either not novel or lacked inventive step due to prior art references (amongst others, two earlier patents of SWM cited by the Examiner prior to granting the patent).  The Company will continue to defend the grant of this patent by taking necessary actions including responding to further submissions by the opponents.  Once the EPO considers that all positions have been fully briefed, it will hold a hearing to assist it in reaching a final conclusion on the oppositions.  There is no mandated timetable by which the EPO must reach a decision.  The outcome of this dispute would not prevent the Company from practicing its Alginex® LIP solution.  The patent remains in effect and enforceable while the opposition proceedings are pending. As a result of the world-wide LIP license agreement with SWM, delfortgroup has withdrawn its opposition and is no longer a party to these proceedings (though delfortgroup's arguments and evidence presented remain in the proceedings). The action remains open with the other parties.

On November 11, 2010, the EPO issued a Decision to Grant SWM European Patent No. 1333729.  On December 8, 2010, Julius Glatz GmbH filed a Notice of Opposition to the grant of this patent.  In September 2011, Papéteries du Leman, delfortgroup AG, and Miquel y Costas & Miquel S.A. each filed opposition papers and Glatz supplemented its previous filing. However, Papéteries du Leman failed to pay the opposition fee and thus is not a party to the opposition proceedings; it refiled its opposition papers as third-party observations. The Company's response to the Notices of Opposition was timely filed. The Company believes that the EPO properly granted the patent and it intends to vigorously defend the patent. As a result of the world-wide LIP license agreement with SWM, delfortgroup has withdrawn its opposition and is no longer a party to these proceedings (though delfortgroup's arguments and evidence presented will remain in the proceedings). The action remains open with the other parties.

A petition to re-exam United States Patent No. 6,725,867 filed by delfortgroup in 2010 is still pending. As a result of the worldwide LIP license agreement with SWM, delfortgroup has withdrawn from this proceeding. There are no other petitioners in the action.

On June 27, 2012, the EPO granted the Company's applications for two LIP related patents, EP 21275454 and EP 2127545, that are based on divisional applications related to European Patent No. 1333729. Julius Glatz GmbH and Miquel y Costas & Miquel S.A. each filed Notices of Opposition to the grants of EP 2127544. Julius Glatz GmbH, Miquel y Costas & Miquel S.A. and Société Papéterie Leman SAS each filed Notices of Opposition to the grant of EP

20

2127545. The EPO issued communications requesting SWM to respond to the oppositions on May 7, 2013. The Company believes that the EPO properly granted the patents and it intends to vigorously defend the patents.

On September 12, 2012, the EPO granted the Company's LIP related patent, EP 2127543, that is based on a divisional application related to European Patent No. 1333729. Société Papéterie Leman SAS, Julius Glatz GmbH and Miquel y Costas & Miquel S.A. each filed Notices of Opposition, and the EPO issued a communication on July 23, 2013, requesting SWM to respond to the oppositions. The Company believes that the EPO properly granted the patent and it intends to vigorously defend the patent.

Three Months Ended June 30, 2013 Compared with the Three Months Ended June 30, 2012

Net Sales

(dollars in millions)

	Three Months Ended
	June 30, 2013		June 30, 2012		Change		Percent Change		Consolidated Sales Volume Change
Paper	$	137.8	$	136.0	$	1.8	1.3	%	8	%
Reconstituted Tobacco	58.7		56.9		1.8		3.2		(2	)
Total	$	196.5	$	192.9	$	3.6	1.9	%	4	%

Net sales were $196.5 million in 2013 compared with $192.9 million in 2012. The increase in net sales consisted of the following (dollars in millions):

	Amount			Percent
Changes due to sales volume	$	14.2		7.4	%
Changes in currency exchange rates	(0.1		)	(0.1	)
Changes due to royalty income	(0.6		)	(0.3	)
Changes in product mix and selling prices	(9.9		)	(5.1	)
Total	$	3.6		1.9	%

• Total unit sales volumes increased 4% in the second quarter of 2013 versus the prior-year quarter.

◦ Sales volumes for the Paper segment increased by 8%

◦ Sales volumes for the Reconstituted Tobacco segment decreased by 2%

• Royalty revenue decreased by $0.6 million.

• Unfavorable changes in mix and prices of products sold decreased net sales by $9.9 million largely driven by mix of products sold.

Paper segment net sales during the three months ended June 30, 2013 of $137.8 million increased by $1.8 million, or 1.3%, versus $136.0 million in the prior-year period.  The increase in net sales was primarily the result of a $12.4 million favorable impact of higher sales unit volumes partially offset by $10.0 million in unfavorable effects of product mix and to a lesser extent lower average selling prices and lower royalty revenue.

Reconstituted Tobacco segment net sales during the three months ended June 30, 2013 of $58.7 million increased by $1.8 million, or 3.2%, compared with $56.9 million in the prior-year period.  The increase in net sales of the Reconstituted Tobacco segment resulted from the $1.8 million impact of mix of products sold.

21

Operating Expenses

(dollars in millions)

	Three Months Ended						Percent Change		Percent of Net Sales
	June 30, 2013		June 30, 2012		Change				2013		2012
Net Sales	$	196.5	$	192.9	$	3.6	1.9	%	100.0	%	100.0	%
Cost of products sold	131.6		129.3		2.3		1.8		67.0		67.0
Gross Profit	$	64.9	$	63.6	$	1.3	2.0	%	33.0	%	33.0	%

The $1.3 million increase in gross profit during the three months ended June 30, 2013 versus the prior-year period was primarily due to $6.2 million in lower costs of sales resulting from our operational excellence programs which was partially offset by a $3.9 million unfavorable impact of volume, mix and prices of products sold. Changes in wood pulp costs did not significantly impact the quarterly comparison.

Nonmanufacturing Expenses

(dollars in millions)

	Three Months Ended						Percent Change		Percent of Net Sales
	June 30, 2013		June 30, 2012		Change				2013		2012
Selling expense	$	5.5	$	5.4	$	0.1	1.9	%	2.8	%	2.8	%
Research expense	3.7		2.6		1.1		42.3		1.9		1.3
General expense	12.9		12.7		0.2		1.6		6.5		6.6
Nonmanufacturing expenses	$	22.1	$	20.7	$	1.4	6.8	%	11.2	%	10.7	%

Nonmanufacturing expenses in the three months ended June 30, 2013 increased by $1.4 million to $22.1 million from $20.7 million in the prior-year period. The increase is primarily due to increased expenditures related to product diversification and growth initiatives.

Restructuring and Impairment Expense

The Company incurred total restructuring and impairment expense of $0.7 million in the three months ended June 30, 2013, of which $0.4 million was attributable to fees to exit a third-party printing contract in Europe.

In the second quarter of 2012, the Company's restructuring and impairment expense of $5.3 million primarily included $3.2 million in the Reconstituted Tobacco segment for non-cash impairment charges for the equipment at the idled RTL Philippines site. In the Paper segment, $2.1 million of restructuring expenses was primarily due to a $1.3 million termination fee to exit a third-party printing contract in the U.S.

Operating Profit

(dollars in millions)

	Three Months Ended									Percent Change		Return on Net Sales
	June 30, 2013			June 30, 2012			Change					2013		2012
Paper	$	26.0		$	22.9		$	3.1		13.5	%	18.9	%	16.8	%
Reconstituted Tobacco	22.1			20.1			2.0			10.0		37.6		35.3
Unallocated expenses	(6.0		)	(5.4		)	(0.6		)
Total	$	42.1		$	37.6		$	4.5		12.0	%	21.4	%	19.5	%

22

Operating profit was $42.1 million in the three months ended June 30, 2013 compared with $37.6 million during the prior-year period.

The Paper segment's second quarter 2013 operating profit was $26.0 million, an increase of $3.1 million from the prior-year period.  The increase was primarily due to the following factors:

•$7.3 million in lower costs of sales resulting from our operational excellence programs

• These positive factors were partially offset by a $4.8 million impact from unfavorable mix and prices of products sold

The Reconstituted Tobacco segment's second quarter 2013 operating profit was $22.1 million, compared to $20.1 million in the prior-year period.  The increase was primarily due to a favorable mix of products sold.

Non-Operating Expenses

Interest expense was $0.7 million in the three months ended June 30, 2013, a decrease from $0.9 million in the three months ended June 30, 2012.  The decrease in interest expense is primarily due to lower interest rates and a lower debt balance in the second quarter of 2013 versus 2012.  The weighted average effective interest rates on our debt facilities were approximately 1.6% and 1.7% for three months ended June 30, 2013 and 2012, respectively.

Other income, net was $1.2 million during the three months ended June 30, 2013, an increase from other expense, net of $0.7 million during the three months ended June 30, 2012. The increase in other income, net is due to higher foreign currency transaction gains and interest income.

Income Taxes

A $13.8 million provision for income taxes in the three months ended June 30, 2013 resulted in an effective tax rate of 32.4% compared with 35.8% in the prior year.  The second quarter 2013 effective tax rate was lower than the 35% statutory rate due primarily to lower income tax rates in Poland. During the second quarter of 2012, the 35.8% effective tax rate was higher than the 35% statutory rate due to losses and restructuring expenses incurred by the RTL Philippines facility that do not have any income tax benefits which was partially offset by lower income tax rates in Poland.

Income from Equity Affiliates

Income from equity affiliates was $0.6 million in the three months ended June 30, 2013 compared with $0.4 million during the prior-year period.  These results reflected the operations of the joint venture in China to produce cigarette papers, China Tobacco Mauduit (Jiangmen) Paper Industry Company Ltd., or CTM, and expenses of the Chinese reconstituted tobacco joint venture, CTS, which is currently under construction.

Discontinued Operations

Due to our decisions to sell our Medan, Indonesia paper mill and to close our San Pedro, Philippines paper mill, the results of these entities were reported as discontinued operations for all periods presented.  Consequently, their results have been removed from each line of the statements of income and the operating activities section of the statements of cash flow.  In each case, a separate line has been added for the net results of the discontinued operation, including previously reported restructuring and impairment amounts. During the three months ended June 30, 2013, the Company completed the sale of the Indonesian mill and incurred a $1.6 million non-cash loss on sale which is presented in discontinued operations.

23

Net Income and Income per Share

Net income in the three months ended June 30, 2013 was $26.6 million, or $0.84 per diluted share, compared with $21.0 million, or $0.66 per diluted share, during the prior-year period.  The increase in net income was primarily due to lower restructuring expenses and lower manufacturing costs resulting from the Company's operation excellence programs which were partially offset by unfavorable product mix, lower average selling prices, higher inflationary costs and higher nonmanufacturing expenses.

Six Months EndedJune 30, 2013 Compared with the Six Months EndedJune 30, 2012

Net Sales

(dollars in millions)

	Six Months Ended
	June 30, 2013		June 30, 2012		Change			Percent Change		Consolidated Sales Volume Change
Paper	$	276.7	$	271.1	$	5.6		2.1	%	5	%
Reconstituted Tobacco	114.3		116.8		(2.5		)	(2.1	)	(6	)
Total	$	391.0	$	387.9	$	3.1		0.8	%	—	%

Net sales were $391.0 million in 2013 compared with $387.9 million in 2012. The increase in net sales consisted of the following (dollars in millions):

	Amount			Percent
Changes due to sales volume	$	18.4		4.7	%
Changes in product mix and selling prices	(12.9		)	(3.3	)%
Changes due to royalty income	(2.3		)	(0.6	)
Changes in currency exchange rates	(0.1		)	—
Total	$	3.1		0.8	%

• Total unit sales volumes were unchanged in the six months ended June 30, 2013 versus the prior-year period.

◦ Sales volumes for the Paper segment increased by 5%

◦ Sales volumes for the Reconstituted Tobacco segment decreased by 6%

• Unfavorable changes in mix and prices of products sold decreased net sales by $12.9 million largely driven by mix of products sold.

• Royalty revenue declined by $2.3 million.

Paper segment net sales during the six months endedJune 30, 2013 of $276.7 million increased by $5.6 million, or 2.1%, versus $271.1 million in the prior-year period.  The increase in net sales was primarily the result of higher LIP product sales.

Reconstituted Tobacco segment net sales during the six months endedJune 30, 2013 of $114.3 million decreased by $2.5 million, or 2.1%, compared with $116.8 million in the prior-year period.  The decrease in net sales of the Reconstituted Tobacco segment resulted from the $5.0 million impact of lower volumes in comparison with a strong first half of 2012 which was partially offset by $2.3 million in favorable average selling prices resulting from the mix of products sold.

24

Operating Expenses

(dollars in millions)

	Six Months Ended							Percent Change		Percent of Net Sales
	June 30, 2013		June 30, 2012		Change					2013		2012
Net Sales	$	391.0	$	387.9	$	3.1		0.8	%	100.0	%	100.0	%
Cost of products sold	263.4		260.0		3.4			1.3		67.4		67.0
Gross Profit	$	127.6	$	127.9	$	(0.3	)	(0.2	)%	32.6	%	33.0	%

The $0.3 million decrease in gross profit during the six months ended June 30, 2013 versus the prior-year period was primarily due to a net unfavorable $9.3 million impact of volumes, mix and prices of products sold, $2.3 million in lower royalties and $1.1 million in higher wood pulp prices. These unfavorable impacts were mostly offset by $11.8 million in improved costs of sales and a $1.3 million benefit from favorable currency translation. Pulp cost increases were primarily in hardwood.

Nonmanufacturing Expenses

(dollars in millions)

	Six Months Ended							Percent Change		Percent of Net Sales
	June 30, 2013		June 30, 2012		Change					2013		2012
Selling expense	$	10.5	$	11.2	$	(0.7	)	(6.3	)%	2.7	%	2.9	%
Research expense	7.5		4.8		2.7			56.3		1.9		1.2
General expense	23.5		25.1		(1.6		)	(6.4	)	6.0		6.5
Nonmanufacturing expenses	$	41.5	$	41.1	$	0.4		1.0	%	10.6	%	10.6	%

Nonmanufacturing expenses in the six months endedJune 30, 2013 increased by $0.4 million to $41.5 million from $41.1 million in the prior-year period due to higher expenditures on product diversification and growth initiatives which were mostly offset by lower incentive compensation expenses.

Restructuring and Impairment Expense

The Company incurred total restructuring and impairment expense of $2.3 million in the six months endedJune 30, 2013, of which $1.6 million related to severance and early retirement expenses in the French operations for ongoing accruals over the remaining service lives of affected employees related to previously announced actions and $0.4 million to exit a third-party printing contract in Europe.

In the six months endedJune 30, 2012, the Company's restructuring and impairment expense of $24.0 million primarily included $16.9 million for an impairment charge to reduce the carrying value of the Company's Spotswood, New Jersey mill, which produces banded cigarette paper, following an amendment of the Company's supply agreement with Philip Morris USA, a subsidiary of Altria Group Inc. Other Paper segment restructuring expenses of $1.8 million and $1.3 million were primarily due to preretirement program expense accruals in France and termination fees to exit a third-party printing contract in the U.S., respectively.

25

Operating Profit

(dollars in millions)

	Six Months Ended									Percent Change		Return on Net Sales
	June 30, 2013			June 30, 2012			Change					2013		2012
Paper	$	51.3		$	28.0		$	23.3		83.2	%	18.5	%	10.3	%
Reconstituted Tobacco	43.5			44.8			(1.3		)	(2.9	)	38.1		38.4
Unallocated expenses	(11.0		)	(10.0		)	(1.0		)
Total	$	83.8		$	62.8		$	21.0		33.4	%	21.4	%	16.2	%

Operating profit was $83.8 million in the six months ended June 30, 2013 compared with $62.8 million during the prior-year period.

The Paper segment's operating profit in the six months ended June 30, 2013 was $51.3 million, an increase of $23.3 million from the prior-year period.  The increase was primarily due to the following factors:

• $18.5 million in lower restructuring and impairment expense primarily due to the $16.9 million impairment charge during the first quarter of 2012;

•$13.6 million in lower costs of sales;

•$3.3 million favorable impact of higher sales volumes;

•$1.3 million in favorable currency impacts; and

• These positive factors were partially offset by a $11.2 million impact from unfavorable mix and prices of products sold and $2.3 million of lower royalty income.

The Reconstituted Tobacco segment's operating profit in the six months ended June 30, 2013 was $43.5 million compared to $44.8 million in the prior-year period.  The decrease was primarily due to $3.0 million in lower sales volume impacts and $1.9 million unfavorable fixed cost absorption due to lower production volumes partially offset by $1.7 million in improved pricing and favorable mix of products sold.

Non-Operating Expenses

Interest expense was $1.4 million in the six months ended June 30, 2013, a decrease from $1.8 million in the six months ended June 30, 2012.  The decrease in interest expense is primarily due to lower interest rates and lower debt balances in 2013 versus 2012.  The weighted average effective interest rates on our debt facilities were approximately 1.5% and 1.7% for six months ended June 30, 2013 and 2012, respectively.

Other income, net was $2.5 million during the six months ended June 30, 2013, compared to other expense, net of $0.4 million during the six months ended June 30, 2012. The increase in other income, net is due to higher foreign currency transaction gains and interest income.

26

Income Taxes

A $26.2 million provision for income taxes in the six months ended June 30, 2013 resulted in an effective tax rate of 30.9% compared with 34.5% in the prior year.  In the six months ended June 30, 2013, the effective tax rate was lower than the 35% statutory rate due primarily to lower income tax rates in Poland. During the first half of 2012, the 34.5% effective tax rate was lower than the 35% statutory rate due to lower income tax rates in Poland; however, this favorable impact was partially offset by losses and restructuring expenses incurred by the RTL Philippines facility that did not have any income tax benefits.

Income from Equity Affiliates

Income from equity affiliates was $1.4 million in the six months ended June 30, 2013 compared with $0.9 million during the prior-year period.  These results reflected the operations of the joint venture in China to produce cigarette papers, CTM, and expenses of the Chinese reconstituted tobacco joint venture, CTS, which is currently under construction.

Discontinued Operations

Due to our decisions to sell our Medan, Indonesia paper mill and to close our San Pedro, Philippines paper mill, the results of these entities were reported as discontinued operations for all periods presented.  Consequently, their results have been removed from each line of the statements of income and the operating activities section of the statements of cash flow.  In each case, a separate line has been added for the net results of the discontinued operation, including previously reported restructuring and impairment amounts. During the three months ended June 30, 2013, the Company completed the sale of the Indonesian mill and incurred a $1.6 million loss on sale which is presented in discontinued operations.

Net Income and Income per Share

Net income in the six months ended June 30, 2013 was $56.7 million, or $1.80 per diluted share, compared with $35.6 million, or $1.11 per diluted share, during the prior-year period.  The increase in net income was primarily due to $21.7 million of lower restructuring and impairment expenses and growth in the LIP area.

Liquidity and Capital Resources

A major factor in our liquidity and capital resource planning is our generation of cash flow from operations, which is sensitive to changes in the sales mix, volume and pricing of our products, as well as changes in our production volumes, costs and working capital. Our liquidity is supplemented by funds available under our revolving credit facility with a syndicate of banks that is used as either operating conditions or strategic opportunities warrant. As of June 30, 2013, $204.4 million of the Company's $212.7 million of cash and cash equivalents was held by foreign subsidiaries. Movement of cash balances may have significant tax consequences. The Company considers the undistributed earnings of its foreign subsidiaries to be indefinitely reinvested and currently plans to repatriate such earnings only when tax effective to do so. We believe that we are able to maintain a sufficient level of liquidity for our domestic operations and commitments without repatriation of the cash held by these foreign subsidiaries.

Capital spending for full year 2013 is projected to be approximately $25 million to $30 million. We plan to fund our capital projects using cash on-hand, cash generated from operations and our existing credit facilities.

Cash Requirements

As of June 30, 2013, we had net operating working capital of $94.0 million and cash and cash equivalents of $212.7 million, compared with net operating working capital of $94.6 million and cash and cash equivalents of $151.2 million as of December 31, 2012.  Changes in these amounts reflect the impacts of changes in currency exchange rates and excess tax benefits of stock-based awards which are not included in the changes in operating working capital presented on the consolidated statements of cash flow.

27

Cash Flows from Operating Activities ($ in millions)	Six Months Ended
	June 30, 2013			June 30, 2012
Net Income	$	56.7		$	35.6
Less: Loss from discontinued operations	(3.4		)	(5.0		)
Income from continuing operations	60.1			40.6
Non-cash items included in net income:
Depreciation and amortization	18.1			19.3
Impairment	—			20.0
Deferred income tax provision	7.7			1.3
Pension and other postretirement benefits	2.4			2.2
Stock-based compensation	0.8			3.1
Income from equity affiliates, net of cash dividends received	2.2			2.2
Excess tax benefits of stock-based awards	(0.5		)	(0.1		)
Other items	1.1			0.2
Net changes in operating working capital	(11.2		)	(11.5		)
Net cash provided (used) by operating activities of:
Continuing operations	80.7			77.3
Discontinued operations	1.1			(2.3		)
Cash Provided by Operations	$	81.8		$	75.0

Net cash provided by operations was $81.8 million in the six months ended June 30,2013 compared with $75.0 million in the prior-year period.  The higher cash generation during 2013 was largely due to higher pretax income excluding restructuring-related non-cash impairments.

Operating Working Capital ($ in millions)	Six Months Ended
	June 30, 2013			June 30, 2012
Changes in operating working capital
Accounts receivable	$	(5.1	)	$	1.3
Inventories	(4.3		)	(8.5		)
Prepaid expenses	(0.5		)	(0.7		)
Accounts payable	0.7			(2.3		)
Accrued expenses	2.1			(4.4		)
Accrued income taxes	(4.1		)	3.1
Net changes in operating working capital	$	(11.2	)	$	(11.5	)

In the six months ended June 30,2013, net changes in operating working capital contributed unfavorably to cash flow by $11.2 million. The 2013 increase in working capital was driven by the collection of certain advance payments during the latter part of 2012 and higher inventory to meet expected demand.

In the six months ended June 30,2012, net changes in operating working capital were unfavorable to cash flow by $11.5 million primarily driven by higher inventory to meet expected demand.

28

Cash Flows from Investing Activities ($ in millions)	Six Months Ended
	June 30, 2013			June 30, 2012
Capital spending	$	(9.2	)	$	(14.0	)
Capitalized software costs	(0.1		)	(0.3		)
Investment in equity affiliates	—			(20.9		)
Other	(0.6		)	(7.1		)
Cash Used for Investing	$	(9.9	)	$	(42.3	)

Cash used for investing activities during the six months ended June 30,2013 was $9.9 million and was primarily capital spending.

Cash used for investing activities in the six months ended June 30,2012 was $42.3 million and was primarily capital spending and $20.9 million in equity contributions to the CTS joint venture in China.

Cash Flows from Financing Activities ($ in millions)	Six Months Ended
	June 30, 2013			June 30, 2012
Cash dividends paid to SWM stockholders	$	(18.8	)	$	(4.8	)
Net proceeds from borrowings	9.4			29.5
Purchases of treasury stock	(1.7		)	(45.7		)
Proceeds from exercises of stock options	0.3			0.1
Excess tax benefits of stock-based awards	0.5			0.1
Cash Used in Financing	$	(10.3	)	$	(20.8	)

During the six months ended June 30,2013, financing activities primarily included cash dividends of $18.8 million paid to SWM stockholders, net proceeds from borrowings of $9.4 million and share repurchases of $1.7 million.

During the six months ended June 30,2012, financing activities primarily included $45.7 million of share repurchases, net borrowings of $29.5 million and cash dividends of $4.8 million paid to SWM stockholders.

Dividend Payments

We have declared and paid cash dividends on our Common Stock every fiscal quarter since the second quarter of 1996. Effective July 31, 2013, we announced a dividend of $0.30 per share for the dividend payable on September 26, 2013 to stockholders of record on August 28, 2013. Our Credit Agreement (defined below) covenants require that we maintain certain financial ratios, as disclosed in Note 8. Debt, of the Notes to Condensed Consolidated Financial Statements, none of which under normal business conditions materially limit our ability to pay such dividends. We will continue to assess our dividend policy in light of our cash generation, debt levels and ongoing requirements for cash to fund operations and to pursue possible strategic opportunities.

Share Repurchases

In the six months endedJune 30, 2013, we repurchased 43,458 shares of our Common Stock at a cost of $1.7 million for the value of employees' stock-based compensation share awards surrendered to satisfy their personal statutory income tax withholding obligations. On December 6, 2012, our Board of Directors authorized the repurchase from time to time of up to $50.0 million of our Common Stock. No shares had been purchased under this authorization through the date of this filing. See Part II, Item 2, Unregistered Sales of Equity Securities and Use of Proceeds.  

In the six months endedJune 30, 2012, we repurchased 1,346,922 shares of our common stock at a cost of $45.7 million.

29

Debt Instruments and Related Covenants

Debt Instruments and Related Covenants ($ in millions)	Six Months Ended
	June 30, 2013			June 30, 2012
Changes in short-term debt	$	(0.7	)	$	(3.2	)
Proceeds from issuances of long-term debt	31.4			39.7
Payments on long-term debt	(21.3		)	(7.0		)
Net proceeds from borrowings	$	9.4		$	29.5

Net proceeds from long-term debt were $10.1 million and net payments on short-term debt were $0.7 million during the six months ended June 30,2013.  The Company may incur additional borrowings of approximately $20 million to $30 million during 2013. With the current level of borrowing and forecasted results, we expect to remain in compliance with our Credit Agreement financial covenants.

The Company's five-year revolving credit facility, or Credit Agreement, provides for borrowing capacity of approximately $225 million and includes a $100 million equivalent sub-limit available in euro, as well as a $25 million equivalent sub-limit available in Philippine pesos.  Availability under the Credit Agreement was $81.4 million as of June 30, 2013. We also had availability under our bank overdraft facilities and lines of credit of $44.5 million as of June 30, 2013.

The Credit Agreement contains representations and warranties which are customary for facilities of this type and covenants and provisions that, among other things, require the Company to maintain (a) a maximum net debt to EBITDA ratio of 3.00 and (b) minimum interest coverage of 3.50. The Company was in compliance with its financial covenants at June 30, 2013.

Our total debt to capital ratios at June 30, 2013 and December 31, 2012 were 23.7% and 23.4%, respectively.

Other Factors Affecting Liquidity and Capital Resources

Our pension obligations are funded by our separate pension trusts, which held $133.8 million in assets at December 31, 2012. The combined projected benefit obligation, or PBO, of our U.S. and French pension plans was underfunded by $32.4 million as of December 31, 2012. We make contributions to our pension trusts based on many factors including regulatory guidelines, investment returns of the trusts and availability of cash for pension contributions versus other priorities. We were not required to make contributions to our U.S. and French pension plans during 2013; however, we have voluntarily contributed $0.7 million to the U.S. pension plans during the six months ended June 30,2013 .

The Paper segment has minimum purchase agreements for flax fiber during 2013 of approximately $8 million. The Reconstituted Tobacco segment has minimum purchase agreements for tobacco stems of approximately $3 million in 2013. The Paper segment's PdM mill has a minimum annual commitment for calcium carbonate purchases, a raw material used in the manufacturing of some paper products, which totals approximately $3 million per year through 2014. Future purchases are expected to be at levels that exceed such minimum levels under these contracts.

The Company has agreements with an energy cogeneration supplier in France whereby the supplier constructed and operates a cogeneration facility at certain mills and supplies steam that is used in the operation of these mills. The Company is committed to purchasing minimum annual amounts of steam generated by these facilities under the agreements through 2021. These minimum annual commitments total approximately $4 million. The Company's current and expected requirements for steam at these facilities are at levels that exceed the minimum levels under the contracts.

The Paper segment's Brazilian mill, SWM-B, has an agreement for the transmission and distribution of energy that covers 100% of the mill's consumption of electrical energy valued at approximately $5 million annually through 2015. The French mills have contracts for natural gas to be distributed to and consumed at PdM, LTRI and St. Girons. The value of the natural gas and distribution to be provided under these contracts is estimated at approximately $32 million in 2013.

30

Outlook

SWM has built a solid foundation and has opportunities ahead to provide value-adding solutions to our customers. For example, as additional countries are anticipated to adopt LIP legislation, we intend to continue to build our technology position and excellent reputation in this premium application to serve our customers' increasing needs for those products, which in turn should continue to improve the margin profile of our paper business.

The Company also seeks to capitalize on growth opportunities and regulatory trends requiring more sophisticated cigarettes in design and performance. For example, as proposed tar delivery limits are implemented in China, SWM expects increased demand for reconstituted tobacco leaf, which we are strategically positioned to satisfy with our joint venture in China.

Challenges for the Company include continued global economic uncertainty, foreign exchange volatility and the continued decline of cigarette consumption in western countries which creates increased competitive pressure worldwide. SWM expects to continue driving cost reductions through our operational excellence and lean manufacturing efforts. These cost reductions are expected to deliver value to our customers and help mitigate anticipated inflationary and competitive pressures. In addition, we are evaluating other actions to address ongoing imbalances of demand and supply, particularly as tobacco industry growth is occurring primarily in regions such as Asia, in an effort to continue providing competitive and high quality, value-adding solutions in growing areas.

31

Forward-Looking Statements

This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to the safe harbor created by that Act.  Forward-looking statements, include, without limitation, those regarding the opening of CTS, the outcome of the Assessment and EPO opposition proceedings, the adoption of LIP regulations in new countries, and other statements identified by words such as "believe," "expect," "intend," "anticipate," "project," "appears," "should," "could," "may," "typically" and similar words. These statements are not guarantees of future performance and involve certain risks and uncertainties that may cause actual results to differ materially from our expectations as of the date of this filing. These risks include, among other things, those set forth in Part I, Item 1A in our Annual Report on Form 10-K for the year ended December 31, 2012 as well as the following factors:

• SWM has manufacturing facilities in five countries, two joint ventures in China, and sells products in over 90 countries. As a result, it is subject to a variety of import and export tax, foreign currency, labor and other regulations within these countries. Changes in these regulations, adverse interpretations or applications, as well as changes in currency exchange rates and the outcome of various court and regulatory proceedings in Europe and Brazil, could adversely impact the Company's business in a variety of ways, including increasing expenses, decreasing sales, limiting its ability to repatriate funds and generally limiting its ability to conduct business;

• The Company's sales are concentrated to a limited number of customers. In 2012, 55% of its sales were to its four largest customers. The loss of one or more of these customers, or a significant reduction in one or more of these customers' purchases, particularly those that impact our higher value LIP papers or reconstituted tobacco, could have a material adverse effect on the Company's results of operations;

• The Company's financial performance is materially impacted by sales of both reconstituted tobacco products and cigarette paper for lower ignition propensity cigarettes. A significant change in sales or production volumes, pricing or manufacturing costs of these products could have a material impact on future financial results;

• As a result of excess capacity in the tobacco-related papers industry and increased operating costs, competitive levels of selling prices for certain of the Company's products are not sufficient to cover those costs with a margin that the Company considers reasonable. Such competitive pressures have resulted in downtime of certain paper machines and, in some cases, accelerated depreciation or impairment charges for certain equipment as well as employee severance expenses associated with downsizing activities and could do so in the future;

• The Company suspended construction of its Philippines RTL manufacturing site during 2011. The carrying value of the partially constructed assets is evaluated for impairment at each reporting period by assessing the recoverability of the costs based on the undiscounted cash flows of the operation, likelihood of its reactivation and alternative uses for the equipment. This evaluation could result in a decision to record an impairment of some or a substantial portion of the net book value of the RTL Philippines property, plant and equipment, which was $71.0 million as of June 30, 2013;

• The demand for our reconstituted tobacco leaf product is subject to change depending on the rate at which this product is included by our customers in the blend that forms the column of tobacco in their various cigarette brands as well as the supply and cost of natural tobacco leaf, which serves to an extent as a substitute for reconstituted tobacco. A change in the inclusion rate or the dynamics of the natural leaf tobacco market can have a material effect on the volume of reconstituted tobacco sales, the price for reconstituted tobacco or both, either of which can have a material effect on our earnings from that product line. In past years, the Company has experienced the adverse effects for one or more years related to changes in the demand and supply relationship for natural leaf;

• In recent years, governmental entities around the world, particularly in the United States, western Europe, Australia and Brazil, have taken or have proposed actions that may have the effect of reducing consumption of tobacco products which can, in turn, reduce demand for our products. Reports with respect to the possible

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harmful physical effects of cigarette smoking and use of tobacco products have been publicized for many years and, together with actions to restrict or prohibit advertising and promotion of cigarettes or other tobacco products, to limit smoking in public places, to control or restrict the additives that may be used in tobacco products and to increase taxes on such products, are intended to discourage the consumption of traditional cigarettes and other such products. Also in recent years, certain governmental entities, particularly in North America and Europe, have enacted, considered or proposed actions that would require cigarettes to meet specifications aimed at reducing their likelihood of igniting fires when the cigarettes are not actively being smoked. Furthermore, it is not possible to predict what additional legislation or regulations relating to tobacco products will be enacted or the extent to which such legislation, regulations or the development of new products or technologies, such as e-cigarettes, may impact the design of our customers' products, the demand for traditional cigarettes and our business and financial performance;

• Our portfolio of granted patents varies by country, which could have an impact on any competitive advantage provided by patents in individual countries. We rely on patent, trademark, and other intellectual property laws of the United States and other countries to protect our intellectual property rights. In order to maintain the benefits of our patents, we may be required to enforce certain of our patents against infringement through court actions. However, we may be unable to prevent third parties from using our intellectual property or infringing on our patents without our authorization, which may reduce any competitive advantage we have developed. If we have to litigate to protect these rights, any proceedings could be costly, time consuming, could divert management resources, and we may not prevail. We cannot guarantee that any United States or foreign patents, issued or pending, will continue to provide us with any competitive advantage or will not be successfully challenged by third parties. We believe that our products do not infringe on the valid intellectual property rights of third parties. However, we may be unaware of intellectual property rights of others that may cover some of our products or services. In that event, we may be subject to significant claims for damages or disruptions to our operations. Effectively policing our intellectual property and patents is time consuming and costly, and the steps taken by us may not prevent infringement of our intellectual property, patents or other proprietary rights in our products, technology and trademarks, particularly in foreign countries where in many instances the local laws or legal systems do not offer the same level of protection as in the United States;

• Recent uncertainty in the EU financial markets has increased the possibility of significant changes in foreign exchange rates as governments take counter measures. As a large portion of our commercial business is euro denominated, any material change in the euro to U.S. dollar exchange rate could impact our results on a consolidated basis.

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Item 3. Quantitative and Qualitative Disclosures about Market Risk

Our market risk exposure at June 30, 2013 is consistent with, and not materially different than, the types of market risk and amount of exposures presented under the caption “Quantitative and Qualitative Disclosures about Market Risk” in Part II, Item 7A of our Annual Report on Form 10-K for the year ended December 31, 2012 filed with the Securities and Exchange Commission, or SEC.

Item 4. Controls and Procedures

We currently have in place systems relating to disclosure controls and procedures with respect to the accurate and timely recording, processing, summarizing and reporting of information required to be disclosed in periodic reports under the Exchange Act of 1934, as amended. We periodically review and evaluate these disclosure controls and procedures to ensure that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions about required disclosure. Upon completing our review and evaluation of the effectiveness of our disclosure controls and procedures as of June 30, 2013, our Chief Executive Officer and Chief Financial Officer have concluded that these controls and procedures were effective as of June 30, 2013. No changes in our internal control over financial reporting were identified as having occurred in the fiscal quarter ended June 30, 2013 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

The Company is involved in various legal proceedings and disputes (see Note 16. Commitments and Contingencies, of the Notes to the Consolidated Financial Statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2012). There have been no material developments to these matters during 2013.

Item 1A. Risk Factors

There have been no material changes in the risk factors previously disclosed in our Form 10-K for the year ended December 31, 2012.

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The following table indicates the amount of shares of the Company's Common Stock it has repurchased during 2013 and the remaining amount of share repurchases currently authorized by our Board of Directors as of June 30, 2013:

Issuer Purchases of Equity Securities
Period	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Programs			Approximate Dollar Value of Shares that May Yet be Purchased Under the Programs
				(# shares)	($ in millions)		($ in millions)
First Quarter 2013	43,458	$	38.03	—	$	—
April 2013	—	$	—	—	$	—
May 2013	—	—		—	$	—
June 2013	—	—		—	—
Total Year-to-Date 2013	43,458	$	38.03	—	$	—	$	50.0

In December 2012, the Board of Directors authorized the repurchase of shares of SWM Common Stock during the period from December 7, 2012 to December 31, 2013 in an amount not to exceed $50.0 million. No shares have been repurchased under this new authorization through the date of this filing.

The Company sometimes uses corporate 10b5-1 plans so that share repurchases can be made at predetermined stock price levels, without restricting such repurchases to specific windows of time.  Future Common Stock repurchases will be dependent upon various factors, including the Company's stock price, strategic opportunities and cash availability.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4.Mine Safety Disclosures

Not applicable.

Item 5. Other Information

The Board of Directors of the Company approved an amendment to the By-Laws of the Company, or the Amendment, effective as December 2, 2010. The Amendment modified Articles 15 and 19 to expand the disclosure requirements for stockholders who propose business or nominate directors at a Company stockholders meeting. In addition, the Amendment made non-substantive changes to Articles 16 and 26 of the By-Laws. The foregoing summary is qualified by the full text of the Company's By-Laws, as amended and restated to reflect the Amendment, which is included as Exhibit 3.2 to this Quarterly Report on Form 10-Q.

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Item 6. Exhibits

Exhibit Number	Exhibit
3.2	By-Laws, as amended and restated on and through December 2, 2010.
31.1	Certification of the Chief Executive Officer pursuant to Rule 13a-14(a)/15(d)-14(a) of the Securities Exchange Act of 1943, as amended.
31.2	Certification of the Chief Financial Officer pursuant to Rule 13a-14(a)/15(d)-14(a) of the Securities Exchange Act of 1943, as amended.
32	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. ‡
101	The following materials from the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2013, formatted in XBRL (Extensible Business Reporting Language): (i) the Condensed Consolidated Statements of Income, (ii) the Condensed Consolidated Statements of Comprehensive Income (Loss), (iii) the Condensed Consolidated Balance Sheets, (iv) the Consolidated Statements of Changes in Shareholders' Equity, (v) the Condensed Consolidated Statements of Cash Flow,and (vi) Notes to Consolidated Financial Statements (Furnished herewith).

‡ This Section 906 certification is not being incorporated by reference into this Form 10-Q filing or otherwise deemed to be filed with the Securities and Exchange Commission.

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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 thereunto duly authorized.

Schweitzer-Mauduit International, Inc.

(Registrant)

By:	/s/ JEFFREY A. COOK	By:	/s/ MARK A. SPEARS
	Jeffrey A. Cook Executive Vice President, Chief Financial Officer and Treasurer (duly authorized officer and principal financial officer)		Mark A. Spears Corporate Controller (principal accounting officer)
	July 31, 2013		July 31, 2013

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GLOSSARY OF TERMS

The following are definitions of certain terms used in this Form 10-Q filing:

• “Banded cigarette paper” is a type of paper, used to produce lower ignition propensity cigarettes, by applying bands to the paper during the papermaking process.

• “Binder” is used to hold the tobacco leaves in a cylindrical shape during the production process of cigars.

• “Cigarette paper” wraps the column of tobacco within a cigarette and has varying properties such as basis weight, porosity, opacity, tensile strength, texture and burn rate.

• “Commercial and industrial products” include lightweight printing and writing papers, coated papers for packaging and labeling applications, business forms, battery separator paper, drinking straw wrap and other specialized papers.

• “Flax” is a cellulose fiber from a flax plant used as a raw material in the production of certain cigarette papers.

• “Lower ignition propensity cigarette paper” includes banded and print banded cigarette paper, both of which contain bands, which increase the likelihood that an unattended cigarette will self-extinguish.

• “Net debt to EBITDA ratio” is a financial measurement used in bank covenants where "Net Debt" is defined as consolidated total debt minus unrestricted cash and cash equivalents in excess of $15 million, and “EBITDA” is defined as net income plus the sum of interest expense, income tax expense, depreciation and amortization, non-cash restructuring and impairment charges, earnings attributable to the minority interest to the extent such earnings are received by the Company and all other non-cash charges minus amortization of deferred revenue and minority interest in the earnings of subsidiaries to the extent such earnings are distributed to holders other than the Company.

• “Net debt to capital ratio” is total debt less cash and cash equivalents, divided by the sum of total debt, noncontrolling interest and total stockholders’ equity.

• “Net debt to equity ratio” is total debt less cash and cash equivalents, divided by the sum of noncontrolling interest and total stockholders’ equity.

• “Net operating working capital” is accounts receivable, inventory, income taxes receivable and prepaid expense, less accounts payable, accrued expenses and income taxes payable.

• “Opacity” is a measure of the extent to which light is allowed to pass through a given material.

• “Operating profit return on assets” is operating profit divided by average total assets.

• “Plug wrap paper” wraps the outer layer of a cigarette filter and is used to hold the filter materials in a cylindrical form.

• “Print banded cigarette paper” is a type of paper, used to produce lower ignition propensity cigarettes, with bands added to the paper during a printing process, subsequent to the papermaking process.

• “Reconstituted tobacco” is produced in two forms: leaf, or reconstituted tobacco leaf, and wrapper and binder products. Reconstituted tobacco leaf is blended with virgin tobacco as a design aid to achieve certain attributes of finished cigarettes. Wrapper and binder are reconstituted tobacco products used by manufacturers of cigars.

• “Restructuring expense” represents expenses incurred in connection with activities intended to significantly change the size or nature of the business operations, including significantly reduced utilization of operating equipment, exit of a product or market or a significant workforce reduction and charges to reduce property, plant and equipment to its fair value.

• “Start-up costs” are costs incurred prior to generation of income producing activities in the case of a new plant, or costs incurred in excess of expected ongoing normal costs in the case of a new or rebuilt machine. Start-up costs can include excess variable costs such as raw materials, utilities and labor and unabsorbed fixed costs.

• “Tipping paper” joins the filter element to the tobacco-filled column of the cigarette and is both printable and glueable at high speeds.

• “Wrapper” covers the outside of cigars providing a uniform, finished appearance.

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EX-3.2

BY-LAWS

OF

SCHWEITZER-MAUDUIT INTERNATIONAL, INC.

(as Amended and Restated on and through December 2, 2010)

With excerpts from the emergency provisions of

the Delaware General Corporation Law appended

Table of Contents*

		Page
CAPITAL STOCK
1.	CERTIFICATES	1
2.	RECORD OWNERSHIP	1
3.	TRANSFER	1
4.	LOST CERTIFICATES	2
5.	TRANSFER AGENT; REGISTRAR	2
6.	RECORD DATE; CLOSING TRANSFER BOOKS	2
MEETINGS OF STOCKHOLDERS
7.	ANNUAL	3
8.	SPECIAL	3
9.	NOTICE	3
10.	QUORUM	3
11.	ORGANIZATION; CONDUCT OF MEETINGS	4
12.	VOTING	4
13.	INSPECTORS OF ELECTION	5
14.	LIST OF STOCKHOLDERS	5
15.	ADVANCE NOTICE OF STOCKHOLDER PROPOSALS	6
BOARD OF DIRECTORS
16.	NUMBER, ELECTION AND TERM OF OFFICE	8
17.	ELIGIBILITY	8
18.	ADVISORY DIRECTORS	9
19.	NOMINATIONS	9
20.	VACANCIES	11
21.	REMOVAL OF DIRECTORS	11
22.	RESIGNATION	11
23.	ANNUAL MEETING	11
24.	REGULAR MEETINGS	12
25.	SPECIAL MEETINGS	12
26.	TELEPHONIC MEETINGS	12
27.	QUORUM	12
28.	ACTION WITHOUT MEETING	13
29.	ORGANIZATION	13
30.	COMPENSATION	13
COMMITTEES OF THE BOARD
31.	STANDING AND OTHER COMMITTEES	14
32.	PROCEDURE	14
33.	AUDIT COMMITTEE	14
34.	COMPENSATION COMMITTEE	15

35.	NOMINATING & GOVERNANCE COMMITTEE	15
36.	ALTERNATES; VACANCIES IN COMMITTEES	15
OFFICERS
37.	DESIGNATION; ELECTION; QUALIFICATION; TERM	16
38.	DUTIES	16
39.	RESIGNATION; REMOVAL; VACANCIES	16
40.	CHIEF EXECUTIVE OFFICER	16
41.	CHAIRMAN OF THE BOARD, VICE CHAIRMAN OF THE BOARD AND PRESIDENT	17
42.	VICE PRESIDENTS	18
43.	CHIEF FINANCIAL OFFICER	18
44.	CONTROLLER	19
45.	SECRETARY	19
46.	TREASURER	20
MISCELLANEOUS
47.	OFFICES	20
48.	SEAL	20
49.	FISCAL YEAR	20
50.	ANNUAL REPORT	21
51.	INDEMNIFICATION OF DIRECTORS AND OFFICERS	21
52.	RELIANCE ON RECORDS	23
53.	INSPECTION OF BOOKS	23
54.	TRANSACTIONS WITH THE CORPORATION	23
55.	RATIFICATION	24
56.	VOTING OF STOCKS	24
57.	NOTICE	24
58.	WAIVER OF NOTICE	24
59.	DISPENSING WITH NOTICE	25
60.	AMENDMENTS	25
Emergency Provisions from § 110 Delaware General Corporation Law 22

*This Table of Contents has not been adopted by the Board of Directors as part of the By-Laws of the Corporation, but is provided solely for the convenience of the reader.

BY-LAWS

OF

SCHWEITZER‑MAUDUIT INTERNATIONAL, INC.

(as Amended and Restated on and through December 2, 2010)

Note: For convenience, the masculine has been used in these By-Laws with the intention that it include the feminine as well.

CAPITAL STOCK

1. CERTIFICATES

Every stockholder shall be entitled to have a certificate in such form as the Board shall from time to time approve, signed by the Chairman of the Board, a Vice Chairman of the Board, the President or a Vice President and by the Treasurer, an Assistant Treasurer, the Secretary or an Assistant Secretary, certifying the number of shares owned by such stockholder. Any or all of the signatures on the certificate and the corporate seal may be facsimiles. In case any officer, transfer agent, or registrar who has signed or whose facsimile signature has been placed upon a certificate shall have ceased to be such officer, transfer agent or registrar before such certificate is issued, it may be issued by the corporation with the same effect as if he were such officer, transfer agent, or registrar at the date of issue. While the corporation is authorized to issue more than one class of stock or more than one series of any class, there shall be set forth on the face or back of each certificate issued a statement that the corporation will furnish without charge to each stockholder who so requests the powers, designations, preferences and relative participating, optional or other special rights of each class of stock or series thereof of the corporation and the qualifications, limitations or restrictions of such preferences and/or rights.

2. RECORD OWNERSHIP

The name and address of the holder of each certificate, the number of shares represented thereby, and the date of issuance thereof shall be recorded in the corporation's books and records. The corporation shall be entitled to treat the holder of record of any share of stock as the holder in fact thereof, and accordingly shall not be bound to recognize any equitable or other claim to or interest in any share on the part of any other person, whether or not it shall have express or other notice thereof, except as required by law.

3. TRANSFER

Transfer of stock shall be made on the books of the corporation only by direction of the person named in the certificate or his attorney, lawfully constituted in writing, and only upon the surrender for cancellation of the certificate therefore and a written assignment of the shares evidenced thereby.

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4. LOST CERTIFICATES

Any person claiming a stock certificate in lieu of one lost or destroyed shall give the corporation an affidavit as to his ownership of the certificate and of the facts which go to prove its loss or destruction. He shall also, if required by the Board, give the corporation a bond or other indemnification, in such form as may be approved by the Board, sufficient to indemnify the corporation against any claim that may be made against it on account of the alleged loss of the certificate or the issuance of a new certificate.

5. TRANSFER AGENT; REGISTRAR

The corporation shall maintain one or more transfer offices or agencies, each in charge of a transfer agent designated by the Board, where the shares of stock of the corporation shall be transferable. The corporation shall also maintain one or more registry offices, each in charge of a registrar designated by the Board, where such shares of stock shall be registered. The same entity may be both transfer agent and registrar.

6. RECORD DATE; CLOSING TRANSFER BOOKS

So that the corporation may determine the stockholders entitled to notice of or to vote at any meeting of stockholders, or any adjournment thereof, or entitled to express consent to corporate action in writing without a meeting as provided in Article VIII of the Certificate of Incorporation, or entitled to receive payment of any dividend or other distribution or allotment of rights, or entitled to exercise any rights in respect of any change, conversion or exchange of capital stock, or for the purpose of any other lawful action, the Board may fix a record date which record date shall not precede the date upon which the resolution fixing the record date is adopted by the Board and which record date shall not be more than sixty days nor less than ten days before the date of such meeting, nor more than ten days from the date upon which the resolution fixing the record date is adopted by the Board in the case of a determination of the stockholders entitled to express consent to corporate action without a meeting, nor more than sixty days before any other action, and only such stockholders as shall be stockholders of record on the date so fixed shall be entitled to such notice of and to vote at such meeting, or to give such consent, or to receive such dividend or other distribution or allotment of rights, or to exercise such rights, or to take such other lawful action, as the case may be, notwithstanding any transfer of any stock on the books of the corporation after any such record date fixed as aforesaid. A determination of stockholders of record entitled to notice of or to vote at a meeting of stockholders shall apply to any adjournment of the meeting; provided, however, that the Board may fix a new record date for the adjourned meeting.

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MEETINGS OF STOCKHOLDERS

7. ANNUAL

The annual meeting of stockholders for the election of directors and the transaction of such other business as may properly be brought before the meeting shall be held at such time and place as shall be determined by the Board of Directors consistent with the provisions of Article VIII of the Certificate of Incorporation. The Board, acting by resolution passed by a majority of the entire Board of Directors (as defined in Article X of the Certificate of Incorporation), may postpone or reschedule any previously scheduled annual meeting of stockholders, and may change any record date with respect thereto consistent with By-Law 6 of these By-Laws. Notice of such change shall be given to each stockholder at least ten days before the meeting is held. If the election of directors shall not be held on the day above designated for the annual meeting, the election shall be held as soon thereafter as conveniently may be, at an adjournment of such annual meeting or at a special meeting of the stockholders called for the purpose of holding such election.

8. SPECIAL

Special meetings shall be held at such place, within or without the State of Delaware, as may from time to time be fixed consistent with the provisions of Article VIII of the Certificate of Incorporation. In the event no such place has been fixed, special meetings shall be held at the offices of the corporation located in Alpharetta, Georgia.

9. NOTICE

Written notice of every meeting of stockholders, stating the place, day, hour and purposes thereof, shall, except when otherwise required by law, be mailed at least ten, but not more than sixty days before such meeting to each stockholder of record entitled to vote thereat.

10. QUORUM

The holders of a majority of the voting power of the issued and outstanding shares of capital stock of the corporation entitled to vote, present in person or represented by proxy, shall constitute a quorum at any meeting, except as otherwise required by law. In the event of lack of a quorum, the chairman of the meeting may adjourn the meeting from time to time without notice other than announcement at the meeting, until a quorum shall be obtained. At any such adjourned meeting at which there is a quorum, any business may be transacted which might have been transacted at the meeting originally called.

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11. ORGANIZATION; CONDUCT OF MEETINGS

The Chief Executive Officer, or in his absence such other officer as may be designated by the Board, shall be the chairman at stockholders' meetings. The Secretary of the corporation shall be the secretary at stockholders' meetings but in his absence the chairman of the meeting may appoint a secretary for the meeting.

The Board of Directors of the Corporation may adopt by resolution such rules, regulations, and procedures for the conduct of meetings of stockholders as it shall deem appropriate. Except to the extent inconsistent with applicable law and such rules and regulations as adopted by the Board of Directors, the chairman of any meeting of stockholders shall have the right and authority to prescribe such rules, regulations and procedures and to do all such acts, including causing an adjournment of such meeting, as, in the judgment of such chairman are appropriate. Such rules, regulations or procedures, whether adopted by the Board of Directors or prescribed by the chairman of the meeting, may include, without limitation, the following: (a) the establishment of an agenda or order of business for the meeting; (b) rules and procedures for maintaining order at the meeting and the safety of those present; (c) limitations on attendance at or participation in the meeting to stockholders of record of the Corporation, their duly authorized and constituted proxies or such other persons as the chairman shall permit; (d) restrictions on entry to the meeting after the time fixed for the commencement thereof; and (e) limitations on the time allotted to questions or comments by participants. Unless, and to the extent determined by the Board of Directors or the chairman of the meeting, meetings of stockholders shall not be required to be held in accordance with rules of parliamentary procedures.

12. VOTING

Except as, otherwise provided in the Certificate of Incorporation, at each meeting of the stockholders, each holder of shares entitled to vote at such meeting shall, as to all matters in respect of which such shares have voting rights, be entitled to one vote in person or by written proxy for each share held of record by him. No vote upon any matter, except the election of directors or the amendment of the Certificate of Incorporation, is required to be by ballot unless demanded by the holders of at least 10% of the voting power of the shares of capital stock represented and entitled to vote at the meeting. All motions to introduce a matter for a vote by

the stockholders at a meeting thereof, except for nominations for election as directors recommended by the Nominating & Governance Committee and approved by the Board, shall be seconded prior to a vote thereon by the stockholders.

A stockholder may authorize another person or persons to act for him as proxy by transmitting or authorizing the transmission of a telegram, cablegram, or other means of electronic transmission to the person who will be the holder of the proxy or to a proxy solicitation firm, proxy support service organization or like agent duly authorized by the person who will be the holder of the proxy to receive such transmission, provided that any such telegram, cablegram or other means of electronic transmission must either set forth or be submitted with information from which it can be determined that the telegram, cablegram or other electronic transmission was authorized by the stockholder.

4

The date and time of the opening and closing of the polls for each matter upon which the stockholders will vote at a meeting shall be announced at the meeting. No ballot, proxies or votes, nor any revocations thereof or changes thereto, shall be accepted by the inspectors after the closing of the polls. Except as otherwise required by law or by the Certificate of Incorporation, all elections of directors shall be decided by plurality vote of shares present in person or represented by proxy at a meeting and entitled to vote on the election of directors and all other matters shall be decided by the affirmative vote of a majority of shares present in person or represented by proxy at a meeting of stockholders and entitled to vote thereon.

13. INSPECTORS OF ELECTION

The Chief Executive Officer shall, in advance of any meeting of stockholders, appoint one or more inspectors to act in such capacity for the meeting and make a written report thereof and physical presence at the meeting shall not be required provided alternative forms of attendance such as telephone conference connection or interactive web cast are provided. He may designate one or more persons as alternate inspectors to replace any inspector who fails to act. If no inspector or alternate is able to act at a meeting of stockholders, the chairman of the meeting shall appoint one or more inspectors to act in such capacity for the meeting. Each inspector, before entering upon the discharge of his duties, shall take and sign an oath faithfully to execute the duties of inspector with strict impartiality and according to the best of his ability.

The inspectors shall (i) ascertain the number of shares outstanding and the voting power of each, (ii) determine the number of shares represented at a meeting and the validity of proxies and ballots, (iii) count all votes and ballots, (iv) determine and retain for a reasonable period a record of the disposition of any challenges made to any determination by the inspectors, and (v) certify their determination of the number of shares represented at the meeting, and their count of all votes and ballots. The inspectors may appoint or retain other persons or entities to assist the inspectors in the performance of the duties of the inspectors. The inspectors shall determine the validity of and count the proxies and ballots in accordance with applicable law.

14. LIST OF STOCKHOLDERS

A complete list of the stockholders entitled to vote at stockholders' meetings (arranged in alphabetical order and showing the address of each stockholder and the number of shares

registered in the name of each stockholder) shall be prepared by or at the request of the Secretary and filed at least ten days prior to each meeting, either at a place specified in the notice of such meeting within the city or town where such meeting is to be held, or if no such place is specified, at the place where such meeting is to be held. Such list shall be open to the examination of any stockholder for any purpose germane to the meeting, and shall be produced and kept at the time and place of such meeting during the whole time thereof, and subject to the inspection of any stockholder who may be present. The original or duplicate stock ledger shall be the only evidence as to who are stockholders entitled to inspect such list.

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15. ADVANCE NOTICE OF STOCKHOLDER PROPOSALS

In addition to any other applicable requirements for business to be properly brought before an annual meeting by a stockholder (other than director nominations, which are subject to the requirements of By-Law 19), such stockholder must be a stockholder of record and must have given timely notice thereof in proper written form to the Secretary of the corporation. To be timely, a stockholder's notice to the Secretary must be delivered and received at the principal executive offices of the corporation not less than ninety (90) days nor more than one hundred twenty (120) days prior to the first anniversary date of the annual meeting of stockholders for the preceding year; provided, however, if and only if the annual meeting is not scheduled to held within a period that commences thirty (30) days before such anniversary date and ends thirty (30) days after such anniversary date (an annual meeting date outside such period being referred to herein as an “Other Meeting Date”), such Stockholder Notice shall be given in the manner provided herein by the later of the close of business on (i) the date ninety (90) days prior to such Other Meeting Date or (ii) the tenth day following the date such Other Annual Meeting Date is first publicly announced or disclosed.

To be in proper written form, a stockholder's notice to the Secretary must set forth as to each matter such stockholder proposes to bring before the annual meeting of stockholders: (i) the text of the proposal to be presented, including the text of any resolutions to be proposed for consideration by stockholders; (ii) a brief written statement of the reasons why such stockholder favors the proposal; (iii) whether the stockholder is providing the notice at the request of a beneficial holder of shares, whether the stockholder or any such beneficial holder has any agreement, arrangement or understanding with, or has received any financial assistance, funding or other consideration from any other person with respect to the investment by the stockholder or the beneficial holder in the corporation or the matter such notice relates to, and the details thereof, including the name of such other person (for the purposes of this By-Law 15, the stockholder, any beneficial holder on whose behalf the notice is being delivered, and any persons with whom such agreement, arrangement or understanding exists or from whom such assistance has been obtained are hereinafter collectively referred to as “Interested Persons”); (iv) the name and address of all Interested Persons; (v) a complete listing of the record and beneficial ownership positions (including number or amount) of all equity securities and debt instruments, whether held in the form of loans or capital market instruments, of the corporation or any of its subsidiaries held by all Interested Persons; (vi) whether and the extent to which any hedging, derivative or other transaction is in place or has been entered into within the prior six months preceding the date of delivery of such notice by or for the benefit of any Interested Person with respect to the corporation or its subsidiaries or any of their respective securities, debt instruments or credit ratings, the effect or intent of which transaction is to give rise to gain or loss as a result of changes in the trading price of such securities or debt instruments or changes in the credit ratings for the corporation, its subsidiaries or any of their respective securities or debt instruments (or, more generally, changes in the perceived creditworthiness of the corporation or its subsidiaries), or to increase or decrease the voting power of such Interested Person, and if so, a summary of the material terms thereof; (vii) a brief description of the business proposed to be brought before the annual meeting of stockholders and the reasons for conducting such business at the annual meeting of stockholders; and (viii) a representation that such stockholder is a holder of record of stock of the corporation and intends to appear in person or by proxy at the annual meeting of stockholders to bring such business before the meeting. The corporation may require such stockholder to furnish such other information as may reasonably be required by the corporation in connection with such proposed business. Such notice shall be updated not later than ten (10) days

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after the record date for the determination of stockholders entitled to vote at the meeting to provide any material changes in the foregoing information as of the record date. As used herein, “beneficially owned” has the meaning provided in Rules 13d-3 and 13d-5 under the Securities Exchange Act of 1934.

No business shall be conducted at the annual meeting of stockholders except business (i) specified in the notice of annual meeting given by or at the direction of the Board of Directors, (ii) otherwise brought before the annual meeting by or at the direction of the Board of Directors or (iii) brought before the annual meeting in accordance with the procedures set forth in this By-Law 15 or By-Law 19, provided, however, that once business has been properly brought before the annual meeting of stockholders in accordance with such procedures, nothing in this By-Law 15 or By-Law 19 shall be deemed to preclude discussion by any stockholder of any such business. If the Chairman of an annual meeting of stockholders determines that business was not properly brought before the meeting in accordance with the foregoing procedures, the Chairman shall declare to the meeting that the business was not properly brought before the meeting and such business shall not be transacted.

For purposes of this By-Law 15 and By-Law 19, a matter shall be deemed to have been "publicly announced or disclosed" if such matter is disclosed in a press release reported by the Dow Jones News Service, Associated Press or comparable national news service or in a document publicly filed by the Corporation with the Securities and Exchange Commission.

In no event shall the postponement or adjournment of an annual meeting already publicly announced, or any announcement of such postponement or adjournment, commence a new period (or extend any time period) for the giving of notice as provided in this By-Law 15 or By-Law 19. This By-Law 15 shall not apply to stockholder proposals required to be included in the corporation’s proxy materials pursuant to Rule 14a-8 under the Exchange Act.

The person presiding at any meeting of stockholders, in addition to making any other determinations that may be appropriate to the conduct of the meeting, shall have the power and duty to determine whether notice of nominees and other matters proposed to be brought before a meeting has been duly given in the manner provided in this By-Law 15 or By-Law 19 and, if not so given, shall direct and declare at the meeting that such nominee or other matters are not properly before the meeting and shall not be considered.

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BOARD OF DIRECTORS

16. NUMBER, ELECTION AND TERM OF OFFICE

The number of directors of the corporation shall be fixed by resolution of the Board of Directors from time to time and, until otherwise determined, shall not be less than six (6) nor more than nine (9); provided, however, that no decrease in the number of directors shall have the effect of shortening the term of an incumbent director. The specific number of Directors constituting the entire Board of Directors shall be as authorized from time to time exclusively by the affirmative vote of a majority of the entire Board of Directors (as defined in Article X of the Certificate of Incorporation).

The Board of Directors shall be divided into three classes to be known as Class I, Class II and Class III, which shall be as nearly equal in number as possible. Except in case of death, resignation, disqualification, or removal, each director shall serve for a term ending on the date of the third annual meeting of stockholders following the annual meeting at which the director was elected; provided, however, that each initial director in Class I shall hold office until the 1996 annual meeting of stockholders; each initial director in Class II shall hold office until the 1997 annual meeting of stockholders; and each initial director in Class III shall hold office until the 1998 annual meeting of stockholders. A person elected as a director shall be deemed a director as of the time of such election. Despite the expiration of a director's term, he or she shall continue to serve until his or her successor, if there is to be any, has been elected and has qualified. In the event of any increase or decrease in the authorized number of directors, the newly created or eliminated directorships resulting from such an increase or decrease shall be apportioned among the three classes of directors so that the three classes remain as nearly equal in size as possible, with such difference in the number of Directors in any two classes not to exceed one (1). Except as provided elsewhere in the By-Laws, the directors shall be elected at each annual meeting of stockholders, or at a special meeting of stockholders called for purposes that include the election of directors, by a plurality of the votes cast by the shares entitled to vote and be present at the meeting.

17. ELIGIBILITY

A person being a full-time executive employee of the corporation or any of its subsidiaries when first elected a director of the corporation (an "employee-director") shall not be eligible to serve as a director when not an executive employee, whether by reason of resignation, retirement or other cause; and a person not an employee-director shall not be eligible for election or re-election as a director of the corporation after his 72nd birthday.

Any employee-director not eligible to serve as a director by reason of the foregoing provision shall be eligible to serve as an advisory director, as hereinafter provided for in By-Law

18, until his 72nd birthday.

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18. ADVISORY DIRECTORS

The Board of Directors may at any time appoint or reappoint as an advisory director any person eligible to serve as such under the second paragraph of By-Law 17 whose services as such will be, in the opinion of the Board of Directors, of value to the corporation. An advisory director shall be entitled to notice of and to attend and advise at, but not to vote at, meetings of the Board of Directors, and any committees thereof to which he shall be designated, and for his services may be paid, in the discretion of the Board of Directors, compensation and reimbursement of expenses on the same basis as if he were, a director. The term of office of each advisory director shall terminate on the earlier of the date when he ceases to be eligible for such position under said paragraph of By-Law 17 or, subject to reappointment, the date of the first meeting of the Board of Directors after the annual meeting of stockholders next following his appointment.

19. NOMINATIONS

Subject to the rights of holders of any series of Preferred Stock or any other class of capital stock of the corporation (other than the Common Stock) then outstanding, nominations for the election of Directors may be made by the affirmative vote of a majority of the entire Board of Directors or by any stockholder of record entitled to vote generally in the election of Directors complying with this By-Law 19. Any stockholder of record entitled to vote generally in the election of Directors may nominate one or more persons for election as Directors at a meeting only if a written notice of such stockholder's intent to make such nomination or nominations meeting the requirements described below, has been given, either by personal delivery or by United States mail, postage prepaid, to the Secretary of the corporation, and received by the corporation, not less than ninety (90) days nor more than one hundred twenty (120) days prior to the first anniversary date of the annual meeting of stockholders for the preceding year; provided, however, if and only if the annual meeting is not scheduled to held within a period that commences thirty (30) days before such anniversary date and ends thirty (30) days after such anniversary date (an annual meeting date outside such period being referred to herein as an “Other Meeting Date”), such Stockholder Notice shall be given in the manner provided herein by the later of the close of business on (i) the date ninety (90) days prior to such Other Meeting Date or (ii) the tenth day following the date such Other Annual Meeting Date is first publicly announced or disclosed. Each such notice to the Secretary shall set forth: (a) whether the stockholder is providing the notice at the request of a beneficial holder of shares, whether the stockholder, any beneficial holder or any nominee has any agreement, arrangement or understanding with, or has received any financial assistance, funding or other consideration from, any other person with respect to the investment by the stockholder or such beneficial holder in the corporation or the nomination or nominations, and the details thereof including the name of such other person (for the purposes of this By-Law 19, the stockholder, any beneficial holder on whose behalf the notice is being delivered, any nominees listed in the notice and any persons with whom such agreement, arrangement or understanding exists or from whom such assistance has been obtained are hereinafter collectively referred to as “Interested Persons”); (b) the name and address of record of all Interested Persons; (c) a complete listing of the record and beneficial ownership positions (including number or amount) of all equity securities and debt instruments, whether held in the form of loans or capital market instruments, of the corporation or any of its subsidiaries held by all Interested Persons; (d) whether and the extent to which any hedging, derivative or other transaction is in place or has been entered into within the prior six months preceding the date of delivery of such notice by or for the benefit of any Interested Person with

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respect to the corporation or its subsidiaries or any of their respective securities, debt instruments or credit ratings, the effect or intent of which transaction is to give rise to gain or loss as a result of changes in the trading price of such securities or debt instruments or changes in the credit ratings for the corporation, its subsidiaries or any of their respective securities or debt instruments (or, more generally, changes in the perceived creditworthiness of the corporation or its subsidiaries), or to increase or decrease the voting power of such Interested Person, and if so, a summary of the material terms thereof; (e) a representation that the stockholder is a holder of record of shares of the corporation entitled to vote at such meeting and intends to appear in person or by proxy at the meeting to nominate the person or persons specified in the notice; (f) the name, age, business and residence addresses, and principal occupation or employment of each nominee; (g) whether each nominee is eligible for consideration as an independent Director under the relevant standards contemplated by Item 407(a) of Regulation S-K; (h) such other information regarding each nominee proposed by such stockholder as would be required to be included in a proxy statement filed pursuant to the proxy rules of the Securities and Exchange Commission; and (i) the signed consent of each nominee to serve as a Director of the corporation if so elected. The corporation may require any proposed nominee to furnish such other information as may reasonably be required by the corporation to determine the eligibility of such proposed nominee to serve as a Director of the corporation or to be considered “independent” as a Director or as a member of the audit or other committee of the Board under the various rules and standards applicable to the corporation. The presiding officer of the meeting may, if the facts warrant, determine that a nomination was not made in accordance with the foregoing procedure, and if he should so determine, he shall so declare to the meeting and the defective nomination shall be disregarded. Such notice shall be updated not later than ten (10) days after the record date for the determination of stockholders entitled to vote at the meeting to provide any material changes in the foregoing information as of the record date. As used herein, “beneficially owned” has the meaning provided in Rules 13d-3 and 13d-5 under the Securities Exchange Act of 1934.

Notwithstanding anything in this Article 19 to the contrary, in the event that the number of Directors to be elected to the Board of Directors of the Corporation is increased and either all of the nominees for Director or the size of the increased Board of Directors is not publicly announced or disclosed by the Corporation at least 100 days prior to the first anniversary of the preceding year’s annual meeting, a Stockholder Notice shall also be considered timely hereunder, but only with respect to nominees for any new positions created by such increase, if it shall be delivered to the Secretary of the Corporation at the principal executive office of the Corporation not later than the close of business on the tenth day following the first date all of such nominees or the size of the increased Board of Directors shall have been publicly announced or disclosed.

Only such matters shall be properly brought before a special meeting of stockholders as shall have been brought before the meeting pursuant to the Corporation’s notice of meeting. In the event the Corporation calls a special meeting of stockholders for the purpose of electing one or more directors to the Board of Directors, any stockholder may nominate a person or persons (as the case may be), for election to such position(s) as specified in the Corporation’s notice of meeting, if the Stockholder Notice required by this Article 19 hereof shall be delivered to the Secretary of the Corporation at the principal executive office of the Corporation not later than the close of business on the tenth day following the day on which the date of the special meeting and of the nominees proposed by the Board of Directors to be elected at such meeting is publicly announced or disclosed.

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This By-Law 19 shall not apply to stockholder nominations required to be included in the corporation’s proxy materials pursuant to Rule 14a-11 under the Exchange Act.

20. VACANCIES

Subject to the rights of the holders of any series of Preferred Stock or any other class of capital stock of the corporation (other than the Common Stock) then outstanding, any vacancies in the Board of Directors for any reason and any newly created Directorships resulting by reason of any increase in the number of Directors may, if occurring prior to the expiration of the term of office in which such vacancy or increase occurs, be filled only by the Board of Directors, acting by the affirmative vote of a majority of the remaining Directors then in office, although less than a quorum, and any Directors so elected shall hold office until the next election of the Class to which such Director was appointed and until their successors are elected and qualified.

21. REMOVAL OF DIRECTORS

Subject to the rights of the holders of any series of Preferred Stock or any other class of capital stock of the corporation (other than the Common Stock) then outstanding, any Director, or the entire Board of Directors, may be removed from office at any time prior to the expiration of his or their term of office, but only for cause and only by the affirmative vote of the holders of record of outstanding shares representing at least eighty percent (80%) of the voting power of all of the shares of capital stock of the corporation then entitled to vote generally in the election of Directors, voting together as a single class.

22. RESIGNATION

A director may resign at any time by giving written notice to the corporation, addressed to the Chief Executive Officer or the Secretary. A director shall offer his resignation at anytime that his or her employer changes from that when first elected a director and the effectiveness of such a resignation shall be subject to its acceptance by the Chairman of the Board. Such resignation shall take effect at the date of receipt of such notice or at any later time specified therein or herein. Acceptance of a resignation shall not be necessary to make it effective unless otherwise stated in the notice or herein.

23. ANNUAL MEETING

A meeting of the Board, to be known as the annual Board meeting, shall be held without call or notice immediately after and at the same general place as the annual meeting of the stockholders. The annual Board meeting shall be held for the purpose of organizing the Board, electing officers, and transacting any other business that may properly come before the meeting.

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24. REGULAR MEETINGS

Regular meetings of the Board may be held without call or notice at such place and at such time as shall be fixed by the Board.

25. SPECIAL MEETINGS

Special meetings of the Board may be called by the Chief Executive Officer, and shall be called by the Secretary upon the request in writing of not less than a majority of the entire Board of Directors. Special meetings of the Board may be held at such place and at such time as shall be designated in the call thereof. Notice of special meetings of the Board shall either be mailed by the Chief Executive Officer or the Secretary to each director at least three days before the meeting, or served upon, or sent by electronic means by the Chief Executive Officer or the Secretary to each director at least one day before the meeting, but during an emergency as defined in By-Law 27, notice may be given only to such of the directors as it may be feasible to reach at the time and by such means as may be feasible at the time, including publications or private or public electronic means. Unless required by law, the notice need not state the purposes of the meeting.

26. TELEPHONIC MEETINGS

Members of the Board or any committee designated by the Board may participate in a meeting of such Board or committee by means of conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear and speak to one another, and such participation shall constitute presence in person at such meeting.

27. QUORUM

Except during the existence of an emergency and except as otherwise provided in these By-Laws or in the Certificate of Incorporation, a majority of the entire board of directors, as fixed pursuant to these By-Laws, shall constitute a quorum for the transaction of business. During the existence of an emergency, three directors shall constitute a quorum for the transaction of business. To the extent required to constitute a quorum at any meeting of the Board during an emergency, the officers of the corporation who are present shall be deemed, in order of rank and within the same rank in order of seniority, directors for such meeting. Subject to the provisions of the Certificate of Incorporation, the action of the majority of directors present at a meeting at which a quorum is present shall be the act of the Board. In the event of lack of a quorum, a majority of the directors present may adjourn the meeting from time to time without notice other than announcement at the meeting until a quorum shall be obtained. At any such adjourned meeting at which there is a quorum, any business may be transacted which might have been transacted at the meeting originally called.

An "emergency" for the purpose of these By-Laws shall be any emergency resulting from an attack on the United States or on a locality in which the corporation conducts its business or customarily holds meetings of its Board or its stockholders, or during any nuclear or atomic disaster, or during the existence of any catastrophe, or other similar emergency condition, as a result of which a quorum of the Board or a standing committee thereof cannot readily be convened for action.

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28. ACTION WITHOUT MEETING

Any action required or permitted to be taken at any meeting of the Board may be taken without a meeting if all members of the Board consent thereto in writing and such written consent is filed with the minutes of the proceedings of the Board.

29. ORGANIZATION

The Chairman of the Board, or in his absence the Chief Executive Officer, or in his absence a director chosen by the directors present, shall act as chairman at meetings of the Board. The Secretary of the corporation shall act as secretary at meetings of the Board but in his absence the chairman of the meeting may appoint a secretary for the meeting.

30. COMPENSATION

The compensation of directors for services as directors and as members of committees of the Board shall be as fixed by the Board from time to time. The compensation, if any, of the directors need not be uniform as between directors and the compensation, if any, of the members of the committees of the Board need not be uniform either as between members of a committee or as between committees. The Board shall provide for reimbursing the directors for expenses incurred in attending meetings of the Board or committees thereof.

Any director, other than a member of the audit committee of the Board, may also serve the corporation in any other capacity and receive compensation, including fees and expenses, for such service. Compensation paid to members of the Board audit committee shall be limited to the compensation paid for service as directors.

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COMMITTEES OF THE BOARD

31. STANDING AND OTHER COMMITTEES

The directors shall from time to time designate, by resolution passed by a majority of the entire Board of Directors (as defined in Article X of the Certificate of Incorporation), an Audit Committee, a Compensation Committee and a Nominating & Governance Committee, each of which shall have and may exercise the powers of the Board in the direction of the business and affairs of the corporation in respect to the matters and to the extent hereinafter set forth, subject to the power of the Board to assign from time to time to any such committees or to any other committees such powers with respect to specific matters as the Board may deem desirable. These three committees shall be the standing committees of the corporation. The Board may, by resolution passed by a majority of the entire Board of Directors, designate such other committees as it from time to time may deem appropriate; no such committee shall consist of fewer than two directors, and the powers of each such Committee shall be limited to those specified in the resolution designating the committee or as set forth in a committee charter that has been approved by a majority vote of the entire Board. The members of the standing committees of the Board shall all be independent directors, as such term is defined from time to time by the New York Stock Exchange and by duly adopted resolution of the Board.

32. PROCEDURE

Each committee shall fix its own rules of procedure and shall meet where and as provided by such rules, but the presence of a majority shall be necessary to constitute a quorum, unless otherwise provided by these By-Laws. Each committee shall keep minutes of its meetings. Any action required or permitted to be taken at any meeting or any committee may be taken without a meeting if all the members consent thereto in writing and such written consent is filed with the minutes of the proceedings of such committee. All action by each committee shall be reported to the Board.

33. AUDIT COMMITTEE

The Audit Committee shall consist of three or more members. The Board shall select the members of the Audit Committee from among the directors who are not officers or employees of the corporation, who are otherwise independent and shall designate the Chairman of the Committee. The Audit Committee shall, with respect to the corporation and the other entities as to which the corporation has power to select and engage auditors, select and engage independent public accountants to audit books, records and accounts, determine the scope of audits to be made by the auditors and establish policy in connection with internal audit programs and the scope thereof, and shall perform such other duties as the Board may from time to time prescribe.

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34. COMPENSATION COMMITTEE

The Compensation Committee shall consist of three or more members. The Board shall select the members of the Compensation Committee from among the directors who are not officers or employees of the corporation, who are otherwise independent and shall designate the Chairman of the Committee. The Compensation Committee shall constitute the Stock Option Committee provided for under any stock option plan of the corporation. It shall from time to time fix the compensation of employees who are directors of the corporation and, in consultation with the Chief Executive Officer, the compensation of officers of the corporation who are elected by the Board. It shall review and make recommendations to the Board from time to time with respect to the compensation of directors pursuant to By-Law 30, and shall perform such other duties as the Board may from time to time prescribe.

35. NOMINATING & GOVERNANCE COMMITTEE

The Nominating & Governance Committee shall consist of three or more members. The Board shall select the members of the Nominating & Governance Committee from among the directors who are not officers or employees of the corporation, who are otherwise independent and shall designate the Chairman of the Committee. The Nominating & Governance Committee shall have the power to: propose and consider suggestions as to candidates for membership on the Board; periodically recommend to the Board candidates for vacancies on the Board due to resignations or retirements or due to such standards for composition of Board membership as may from time to time legally prevail; review and recommend to the Board such modifications to the prevailing Board of Directors retirement policy as may be deemed appropriate in light of contemporary standards; and propose to the Board on or before March 1 of each year a slate of Directors for submission to the stockholders at the annual meeting, review and propose governance standards to the Board, conduct periodic evaluations of the Board, Board Committee and director performance and perform such other duties as the Board may from time to time prescribe.

36. ALTERNATES; VACANCIES IN COMMITTEES

The Board may designate one or more qualified directors as alternate members of any committee. Alternate members shall serve, in the order in which the Board shall determine when one or more members of the committee shall be absent or disqualified. Alternate members may attend committee meetings as observers, without the right to vote when members are present, when fewer than all are present, only an alternate member serving the place of an absent or disqualified member shall have the right to vote. If no alternate is available, the committee member or members thereof present at any meeting and not disqualified from voting, whether or not he or they constitute a quorum, may unanimously appoint another member of the Board to act at the meeting in place of any absent or disqualified member. All members of all committees (including Chairmen) shall serve at the pleasure of the Board.

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OFFICERS

37. DESIGNATION; ELECTION; QUALIFICATION; TERM

Each year at the annual Board meeting the directors shall elect a Chairman of the Board, a Chief Executive Officer, a Secretary and a Treasurer. From time to time the Board may also elect or appoint a Vice Chairman of the Board or Vice Chairmen of the Board, one or more Presidents, such Executive, Senior or other Vice Presidents as it may deem appropriate, a Chief Financial Officer, and such other officers, including a Controller, Assistant Vice Presidents, Assistant Secretaries, Assistant Treasurers and Assistant Controllers, as it may deem appropriate. The Chief Executive Officer may appoint any officers of the corporation not required to be elected by the Board, as he may deem appropriate. The Chairman of the Board, the Chief Executive Officer, and any Vice Chairman of the Board must be directors; no other officer need be a director. Any number of offices may be held by the same person. The term of each officer, whenever elected or appointed, shall be until the election or appointment (as the case may be) and qualification of his successor or until his earlier resignation or removal.

38. DUTIES

The officers shall have such powers and perform such duties as are prescribed in these By-Laws, or, in the case of an officer whose powers and duties are not so prescribed, as may be assigned by the Board or delegated by or through the Chief Executive Officer.

39. RESIGNATION; REMOVAL; VACANCIES

Any officer may resign at any time by giving notice to the corporation addressed to the Chief Executive Officer or the Secretary. Such resignation shall take effect at the date of the receipt of such notice or at any later time specified therein. Acceptance of a resignation shall not

be necessary to make it effective unless otherwise stated in the notice. Any officer may be removed by the Board at any time with or without cause. Any appointed officer may be removed by the Chief Executive Officer at any time with or without cause. A vacancy in any office may be filled by the Board, and a vacancy in any appointed office may be filled by the Chief Executive Officer, for the unexpired portion of the term.

40. CHIEF EXECUTIVE OFFICER

The Chief Executive Officer of the corporation shall be elected by the Board. Subject to the Board, he shall be in general and active charge, control and supervision over the management and direction of the business, property and affairs of the corporation. He shall keep the Board fully informed, and shall freely consult it, concerning the business of the corporation in his charge.

He shall, subject to these By‑Laws, have authority to:

(i) appoint or approve the appointment of employees to various posts and positions in the corporation bearing titles designated or approved by him and to prescribe their authority and duties, which may include the authority to appoint subordinates to various other posts and positions; and

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(ii) remove or approve the removal of employees so appointed; and

(iii) sign, execute and acknowledge, on behalf of the corporation, all deeds, mortgages, bonds, notes, debentures, stock certificates, contracts, including contracts of guaranty and suretyship, leases, reports and other documents and instruments, except where the signing or execution thereof by some other officer or employee of the corporation shall be expressly authorized and directed by law, or by the Board, or by these By-Laws. Unless otherwise provided by law, or by these By-Laws, or by the Board, he may authorize in writing filed with the Secretary, any officer, employee, or agent of the corporation to sign, execute and acknowledge, on behalf of the corporation and in his place and stead, any or all such documents and instruments.

He shall have such other authority and perform such other duties as are incident to the office of Chief Executive Officer and as may be prescribed from time to time by the Board and these By-Laws.

In the absence or disability of the Chief Executive Officer, or in case of an unfilled vacancy in that office, until such time as the Board shall elect his successor, his duties shall be performed and his powers shall be exercised by other elected officers of the corporation who are also directors (unless none are directors) in the order in which such officers were listed in their respective elections.

41. CHAIRMAN OF THE BOARD, VICE CHAIRMAN OF THE BOARD AND PRESIDENT

The Chairman of the Board, any Vice Chairman of the Board and any President, acting

alone, shall have authority to sign, execute and acknowledge on behalf of the corporation, all deeds, mortgages, bonds, notes, debentures, stock certificates, contracts, including contracts of guaranty and suretyship, leases, reports and other documents and instruments, except where the signing or execution thereof by some other officer or employee shall be expressly authorized and directed by law, or by the Board, or by the Chief Executive Officer or by these By-Laws. Each shall have such additional powers and perform such additional duties as may be assigned to him by the Board or as may be delegated to him by the Chief Executive Officer.

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42. VICE PRESIDENTS

Each Vice President shall have such powers and perform such duties as may be assigned to him by the Board or as may be delegated to him by the Chief Executive Officer.

Each Executive Vice President shall have authority to sign, execute and acknowledge on behalf of the corporation, all deeds, mortgages, bonds, notes, debentures, contracts, including contracts of guaranty and suretyship, leases, reports and other documents and instruments, except where the signing or execution thereof by some other officer or employee shall be expressly authorized and directed by law, or by the Board, or by the Chief Executive Officer, or by these By-Laws.

43. CHIEF FINANCIAL OFFICER

The Chief Financial Officer shall:

(i) be principal financial officer of the corporation and have responsibility for all financial affairs of the corporation; and

(ii) protect the cash, securities, receivables and other financial resources of the corporation, have responsibility for investment, receipt, custody and disbursement of such resources, and establish policies for granting credit to customers; and

(iii) maintain the creditworthiness of the corporation; and

(iv) negotiate and procure capital required by the corporation, including long-term debt and equity, maintain adequate sources for the corporation's short-term financing requirements and maintain banking relationships; and

(v) administer the accounting policies of the corporation and the internal controls with respect to its financial affairs; and

(vi) supervise the corporation's books of account, and have access to all records, including the Secretary's records; and

(vii) in general, have such other powers and perform such other duties as may be assigned from time to time by the Board or by or through the Chief Executive Officer.

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44. CONTROLLER

The Controller shall:

(i) be the principal accounting officer of the corporation; and

(ii) have custody and charge of the corporation's books of account, and have access to all records, including the Secretary's and the Treasurer's records, for purpose of obtaining information necessary to verify or complete the records of the Controller's office; and

(iii) implement the policies for granting credit to customers; and

(iv) implement the internal controls with respect to the financial affairs of the corporation; and

(v) have the responsibility for processing vouchers for payment by the Treasurer; and

(vi) in general, have such other powers and perform such other duties as may be assigned from time to time by the Board or by or through the Chief Executive Officer.

45. SECRETARY

The Secretary shall:

(i) attend and keep the minutes of all meetings of the stockholders, the Board, and of such committees as the Board may direct; and

(ii) have custody of the corporate seal and all corporate records (including transfer books and stock ledgers), contracts, papers, instruments, documents and books of the corporation except those required to be kept by other officers under these By-Laws; and

(iii) sign on behalf of the corporation such documents and instruments as require his signature when approved in accordance with these By-Laws, and to such documents he shall affix the corporate seal when necessary and may do so when he deems it desirable; and

(iv) see that notices are given and records and reports are properly kept and filed by the corporation as required by these By-Laws or as required by law; and

(v) in general, have such other powers and perform such other duties as are incident to the office of Secretary and as may be assigned to him from time to time by the Board or by or through the Chief Executive Officer.

19

46. TREASURER

The Treasurer shall:

(i) receive and sign receipts for all moneys paid to the corporation and shall deposit the same in the name and to the credit of the corporation in authorized banks or depositories; and

(ii) when necessary or desirable, endorse for collection on behalf of the corporation all checks, drafts, notes and other obligations payable to it; and

(iii) disburse the funds of the corporation only upon vouchers duly processed and under such rules and regulations as the Board may from time to time adopt; and

(iv) keep full and accurate accounts of the transactions of his office in books belonging to the corporation; and

(v) render as the Board may direct an account of the transactions of his office; and

(vi) in general, have such other powers and perform such other duties as are incident to the office of Treasurer and as may be assigned to him from time to time by the Board or by or through the Chief Executive Officer.

MISCELLANEOUS

47. OFFICES

The registered office of the corporation in the State of Delaware shall be located at 1209 Orange Street, Wilmington, Delaware 19801 and the name of the registered agent in charge thereof shall be The Corporation Trust Company. The corporation may have such other offices as the Board may from time to time determine. The books of the corporation may be kept outside the State of Delaware.

48. SEAL

The corporation's seal shall be circular in form with "SCHWEITZER-MAUDUIT INTERNATIONAL, INC." and "DELAWARE" around the periphery and "CORPORATE SEAL" within.

49. FISCAL YEAR

The fiscal year of the corporation shall begin on January 1 of each year.

20

50. ANNUAL REPORT

At least fifteen days in advance of the annual meeting of stockholders, but not later than

three months after the close of the fiscal year, the Board shall publish and submit to the stockholders a consolidated balance sheet of the corporation and its consolidated subsidiaries as of the end of the previous fiscal year and the related consolidated income and cash flow statements of the corporation and its consolidated subsidiaries for the previous fiscal year.

51. INDEMNIFICATION OF DIRECTORS AND OFFICERS

The corporation shall:

(i) indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of the corporation) by reason of the fact that he is or was a director or officer of the corporation, or is or was serving at the request of the corporation as a director or officer of another corporation, or in the case of an officer or director of the corporation is or was serving as an employee or agent of a partnership, joint venture, trust or other enterprise, against expenses (including attorneys' fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by him in connection with such action, suit or proceeding if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful. The termination of any action, suit or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent, shall not, of itself, create a presumption that the person did not act in good faith and in a manner which he reasonably believed to be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had reasonable cause to believe that his conduct was unlawful; and

(ii) indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action or suit by or in the right of the corporation to procure a judgment in its favor by reason of the fact he is or was a director or officer of the corporation, or is or was serving at the request of the corporation as a director or officer of another corporation, or in the case of an officer or director of the corporation is or was serving as an employee or agent of a partnership, joint venture, trust or other enterprise against expenses (including attorneys' fees) actually and reasonably incurred by him in connection with the defense or settlement of such action or suit if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the corporation and except that no indemnification shall be made in respect of any claim, issue or matter as to which such person shall have been adjudged to be liable to the corporation unless and only to the extent that the Court of Chancery or the court in which such action or suit was brought shall determine upon application that, despite the adjudication of liability but in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses which the Court of Chancery or such other court shall deem proper.

21

The corporation shall be required to indemnify an indemnitee in connection with a proceeding (or part thereof) initiated by such indemnitee against the corporation or any of its directors or employees only if the initiation of such proceeding (or part thereof) by the indemnitee was authorized by the Board. Notwithstanding the foregoing, the corporation shall be required to indemnify an indemnitee in connection with a proceeding seeking to enforce rights to indemnification without the authorization of the Board to the extent that such proceeding is successful on the merits. To the extent that a director or officer of the corporation has been successful on the merits or otherwise in defense of any action, suit or proceeding referred to in subsections (i) and (ii), or in defense of any claim, issue or matter therein, he shall be indemnified against expenses (including attorneys' fees) actually and reasonably incurred by him in connection therewith.

Any indemnification under subsections (i) and (ii) (unless ordered by a court) shall be made by the corporation only as authorized in the specific case upon a determination that indemnification of the director or officer is proper in the circumstances because he has met the applicable standard of conduct set forth in subsections (i) and (ii). Such determination shall be made (1) by a majority vote of the directors who were not parties to such action, suit or proceedings, even though less than a quorum; or (2) if there are no such directors, or if such directors so direct, by independent legal counsel in a written opinion; or (3) by the stockholders.

Expenses (including attorneys' fees) incurred in defending any civil, criminal, administrative or investigative action, suit or proceeding shall be paid by the corporation in advance of the final disposition of such action, suit or proceeding upon receipt of an undertaking by or on behalf of the director or officer to repay such amount if it shall ultimately be determined that he is not entitled to be indemnified by the corporation as authorized in this By-Law.

The indemnification and advancement of expenses provided by, or granted pursuant to, the other paragraphs of this By-Law shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled under any by-law, agreement, vote of stockholders or disinterested directors or otherwise, both as to action in his official capacity and as to action in another capacity while holding such office, and shall continue as to a person who has ceased to be a director or officer and shall inure to the benefit of the heirs, executors and administrators of such a person.

The corporation's obligation, if any, to indemnify any person who was or is serving at its request as a director, officer, employee or agent of another corporation, partnership, joint venture, trust, enterprise or nonprofit entity shall be reduced by any amount such person may collect as indemnification from such other corporation, partnership, joint venture, trust, enterprise or nonprofit entity.

The Board may authorize and direct that insurance be purchased and maintained on behalf of any person who is or was a director or officer of the corporation, or is or was serving at the request of the corporation as a director or officer of another corporation, or in the case of an officer or director of the corporation, is or was serving as an employee or agent of a partnership, joint venture, trust or other enterprise against any liability asserted against him and incurred by

him in such capacity, or arising out of his status as such, whether or not the corporation would have the power to indemnify him against such liability under the provisions of this By-Law.

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52. RELIANCE ON RECORDS

Each director, each member of any committee designated by the Board, and each officer, shall, in the performance of his duties, be fully protected in relying in good faith upon the records of the corporation and upon such information, opinion, reports or statements presented to the corporation by any of the corporation's officers or employees, or committees of the Board, or by any other person as to matters the director, member or officer reasonably believes are within such other person's professional or expert competence and who has been selected with reasonable care by or on behalf of the corporation.

53. INSPECTION OF BOOKS

The directors shall determine from time to time whether, and, to what extent and at what times and places and under what conditions and regulations the accounts and other books and records of the corporation (except such as may by statute be specifically open to inspection) or any of them, shall be open to the inspection of the stockholders, and the stockholders' rights in this respect are and shall be restricted and limited accordingly.

54. TRANSACTIONS WITH THE CORPORATION

No contract or transaction between the corporation and one or more of its directors or officers, or between the corporation and any other corporation, partnership, association, or other organization in which one or more of its directors or officers are directors or officers, or have a financial interest, shall be void or voidable solely for this reason, or solely because the director or officer is present at or participates in the meeting of the Board or committee thereof which authorizes the contract or transaction, or solely because his or their votes are counted for such purposes, if:

(i) the material facts as to his relationship or interest and as to the contract or transaction are disclosed or are known to the Board or the committee, and the Board or committee in good faith authorizes the contract or transaction by the affirmative votes of a majority of the disinterested directors, even though the disinterested directors be less than a quorum; or

(ii) the material facts as to his relationship or interest and as to the contract or transaction are disclosed or are known to the stockholders entitled to vote thereon, and the contract or transaction is specifically approved in good faith by vote of the stockholders; or

(iii) the contract or transaction is fair as to the corporation as of the time it is authorized, approved or ratified, by the Board, a committee thereof, or the stockholders.

Common or interested directors may be counted in determining the presence of a quorum at a meeting of the Board or of a committee which authorizes the contract or transaction.

No other contract or transaction in which a director or officer has an interest and which may, under law, be authorized, approved or ratified by the Board, a committee thereof, or the stockholders shall be void or voidable if authorized, approved or ratified by the body which under law may authorize, approve or ratify such contract or transaction.

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55. RATIFICATION

Any transaction questioned on the ground of lack of authority, defective or execution, adverse interest of director, officer, or stockholder, nondisclosure, miscomputation, or the application of improper principles or practices of accounting may be ratified before or after judgment, by the Board or by the stockholders in case less than a quorum of directors is qualified; and, if so ratified, shall have the same force and effect as if the questioned transaction had been originally duly authorized, and said ratification shall be binding upon the corporation and its stockholders and shall constitute a bar to any claim or execution of any judgment in respect to such questioned transaction.

56. VOTING OF STOCKS

Unless otherwise ordered by the Board, any one of the Chief Executive Officer, the Chairman of the Board, the President, any Vice Chairman of the Board, any Executive Vice President or any Senior Vice President shall have full power and authority, on behalf of the corporation, to consent to or approve of any action by, and to attend, act and vote at any meeting of stockholders of, any company in which the corporation may hold shares of stock, and in giving such consent or approval or at any such meeting shall possess and may exercise any and all rights and powers incident to the ownership of such shares and which as the holder thereof, the corporation might possess and exercise if personally present, and may exercise such power and authority through the execution of proxies or may delegate such power and authority to any other officer, agent or employee of the corporation.

57. NOTICE

Any notice which the corporation is required to give under these By-Laws may be given personally or it may be given in writing by depositing the notice in the post office or letter box in a postpaid envelope directed to such address as appears on the books of the corporation. Such notice shall be deemed to be given at the time of mailing.

58. WAIVER OF NOTICE

Whenever any notice is required to be given, a waiver thereof in writing signed by the person or persons entitled to the notice, whether before or after the time stated therein, shall be deemed equivalent thereto.

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59. DISPENSING WITH NOTICE

No notice need be given to any person with whom communication is made unlawful by any law of the United States or any rule, regulation, proclamation or executive order issued under any such law.

60. AMENDMENTS

Subject to the provisions of the Certificate of Incorporation, these By-Laws may be altered, amended or repealed by the stockholders or by the Board.

The following emergency provisions are excerpted

from § 110 Delaware General Corporation Law

The board of directors, either before or during any such emergency, may provide, and from time to time modify, lines of succession in the event that during such emergency any or all officers or agents of the corporation shall for any reason be rendered incapable of discharging their duties.

The board of directors, either before or during any such emergency, may, effective in the emergency, change the head office or designate several alternative head offices or regional offices, or authorize the officers so to do.

No officer, director or employee acting in accordance with any emergency by-laws shall be liable except for willful misconduct.

To the extent not inconsistent with any emergency by‑laws so adopted, the by-laws of the corporation shall remain in effect during any emergency and upon its termination the emergency by-laws shall cease to be operative.

Unless otherwise provided in emergency by‑laws, notice of any meeting of the board of directors during such an emergency may be given only to such of the directors as it may be feasible to reach at the time and by such means as may be feasible at the time, including publication or radio.

To the extent required to constitute a quorum at any meeting of the board of directors during such an emergency, the officers of the corporation who are present shall, unless otherwise provided in emergency by-laws, be deemed, in order of rank and within the same rank in order of seniority, directors for such meeting.

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EX-31.1

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Frédéric P. Villoutreix, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Schweitzer-Mauduit International, Inc. (the “Registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4. The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

5. The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

Date: July 31, 2013

/s/ FREDERIC P. VILLOUTREIX

Frédéric P. Villoutreix

Chairman of the Board and

Chief Executive Officer

A signed original of this written statement required by Section 302 of the Sarbanes-Oxley Act of 2002 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

EX-31.2

Exhibit 31.2

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Jeffrey A. Cook, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Schweitzer-Mauduit International, Inc. (the “Registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4. The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

5. The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

Date: July 31, 2013

/s/ Jeffrey A. Cook

Jeffrey A. Cook

Executive Vice President, Chief

Financial Officer and Treasurer

A signed original of this written statement required by Section 302 of the Sarbanes-Oxley Act of 2002 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32

CERTIFICATION OF PERIODIC FINANCIAL REPORTS

UNDER SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned, in their respective capacities as chief executive officer and chief financial officer of Schweitzer-Mauduit International, Inc. (the “Company”), hereby certify to the best of their knowledge following reasonable inquiry that the Quarterly Report of the Company on Form 10-Q for the period ended June 30, 2013, which accompanies this certification, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in such periodic report fairly presents, in all material respects, the financial condition of the Company at the end of such period and the results of operations of the Company for such period.  The foregoing certification is made pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350) and no purchaser or seller of securities or any other person shall be entitled to rely upon the foregoing certification for any purpose.  The undersigned expressly disclaim any obligation to update the foregoing certification except as required by law.

By:	/s/ FREDERIC P. VILLOUTREIX	By:	/s/ JEFFREY A. COOK
	Frédéric P. Villoutreix Chairman of the Board and Chief Executive Officer		Jeffrey A. Cook Executive Vice President, Chief Financial Officer and Treasurer
	July 31, 2013		July 31, 2013

A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

The foregoing certification is being furnished as an exhibit to the Report pursuant to Item 601(b)(32) of Regulation S-K and Section 1350 of Title 18 of the United States Code and, accordingly, is not being filed with the Securities and Exchange Commission as part of the Report and is not incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Securities Exchange Act of 1934 (whether made before or after the date of the Report, irrespective of any general incorporation language contained in such filing).

XML

Derivatives

6 Months Ended

Jun. 30, 2013

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives

Derivatives

In the normal course of business, the Company is exposed to foreign currency exchange rate risk and interest rate risk on its variable-rate debt. To manage these risks, the Company utilizes a variety of practices including, where considered appropriate, derivative instruments. The Company has no derivative instruments for trading or speculative purposes nor any derivatives with credit risk-related contingent features. All derivative instruments used by the Company are either exchange traded or are entered into with major financial institutions in order to reduce credit risk and risk of nonperformance by third parties. The fair values of the Company’s derivative instruments are determined using observable inputs and are considered Level 2 assets or liabilities.

The Company utilizes currency forward, swap and, to a lesser extent, option contracts to selectively hedge its exposure to foreign currency risk when it is practical and economical to do so. The use of these contracts minimizes transactional exposure to exchange rate changes. We designate certain of our foreign currency hedges as cash flow hedges. Changes in the fair value of cash flow hedges are reported as a component of other comprehensive income (loss) and reclassified into earnings when the forecasted transaction affects earnings. For foreign exchange contracts not designated as cash flow hedges, changes in the contracts’ fair value are recorded to net income each period.

The Company selectively hedges its exposure to interest rate increases on variable-rate, long-term debt when it is practical and economical to do so. Changes in the fair value of our interest rate swaps are recorded to net income each period. There were no interest rate hedge agreements as of June 30, 2013.

The following table presents the fair value of asset and liability derivatives and the respective balance sheet locations at June 30, 2013 ($ in millions):

	Asset Derivatives			Liability Derivatives
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedges:
Foreign exchange contracts	Accounts Receivable	$	—	Accounts Payable	$	3.0
Foreign exchange contracts	Other Assets	—		Other Liabilities	4.0
Total derivatives designated as hedges		$	—		$	7.0

The following table presents the fair value of asset and liability derivatives and the respective balance sheet locations at December 31, 2012 ($ in millions):

	Asset Derivatives			Liability Derivatives
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedges:
Foreign exchange contracts	Accounts Receivable	$	0.4	Accounts Payable	$	—
Foreign exchange contracts	Other Assets	—		Other Liabilities	3.5
Total derivatives designated as hedges		$	0.4		$	3.5

The following table provides the effect derivative instruments in cash flow hedging relationships had on accumulated other comprehensive income (loss), or AOCI, and results of operations ($ in millions):

Derivatives Designated as Cash Flow Hedging Relationships	(Gain) Loss Recognized in AOCI on Derivatives, Net of Tax										Gain Reclassified from AOCI into Net Sales
	Three Months Ended					Six Months Ended					Three Months Ended				Six Months Ended
	June 30,					June 30,					June 30,				June 30,
	2013		2012			2013		2012			2013		2012		2013		2012
Foreign exchange contracts	$	4.1	$	(4.1	)	$	5.2	$	(2.0	)	$	0.2	$	0.4	$	0.5	$	1.6

The Company's designated derivative instruments are perfectly effective. As such, related to the hedge ineffectiveness or amounts excluded from hedge effectiveness testing, there were no gains or losses recognized immediately in income for the three months and six months endedJune 30, 2013 and 2012.

The following table provides the effect derivative instruments not designated as hedging instruments had on net income ($ in millions):

Derivatives Not Designated as Cash Flow Hedging Instruments	Amount of Gain / (Loss) Recognized in Other Income / Expense
	Three Months Ended					Six Months Ended
	June 30, 2013			June 30, 2012		June 30, 2013			June 30, 2012
Interest rate contracts	$	—		$	—	$	—		$	(0.1	)
Foreign exchange contracts	(0.4		)	0.9		(0.8		)	(1.6		)
Total	$	(0.4	)	$	0.9	$	(0.8	)	$	(1.7	)

XML

Consolidated Balance Sheets (Unaudited) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Current Assets
Cash and cash equivalents	$ 212.7	$ 151.2
Accounts receivable, net	96.7	95.4
Inventories	112.3	111.6
Income taxes receivable	3.4	0
Current deferred income tax benefits	11.0	13.5
Other current assets	10.0	10.3
Total Current Assets	446.1	382.0
Property, Plant and Equipment, net	374.5	401.4
Deferred Income Tax Benefits	7.8	10.5
Investment in Equity Affiliates	58.9	61.2
Goodwill and Intangible Assets	5.9	6.1
Other Assets	25.8	25.5
Total Assets	919.0	886.7
Current Liabilities
Current debt	3.3	4.2
Accounts payable	47.6	45.6
Income taxes payable	0	1.3
Accrued expenses	74.8	75.8
Total Current Liabilities	125.7	126.9
Long-Term Debt	161.2	151.8
Pension and Other Postretirement Benefits	40.2	41.5
Deferred Income Tax Liabilities	33.3	28.4
Other Liabilities	29.1	26.3
Total Liabilities	389.5	374.9
Net Income Per Share [Abstract]
Preferred stock, $0.10 par value; 10,000,000 shares authorized; none issued or outstanding	0	0
Common stock, $0.10 par value; 100,000,000 shares authorized; 31,392,480 and 31,209,866 shares issued at June 30, 2013 and December 31, 2012, respectively; 31,392,480 and 31,201,106 shares outstanding at June 30, 2013 and December 31, 2012, respectively	3.1	3.1
Additional paid-in-capital	40.7	41.0
Common stock in treasury, at cost, 8,760 shares at December 31, 2012	0	(0.3)
Retained earnings	521.3	483.4
Accumulated other comprehensive income (loss), net of tax	(35.6)	(15.4)
Total Stockholders' Equity	529.5	511.8
Total Liabilities and Stockholders' Equity	$ 919.0	$ 886.7

XML

Other Comprehensive Income

6 Months Ended

Jun. 30, 2013

Other Comprehensive Income [Abstract]

Comprehensive Income (Loss) Note [Text Block]

Other Comprehensive Income

Comprehensive income includes net income, as well as items charged and credited directly to stockholders' equity, which are excluded from net income. The Company has presented comprehensive income in the condensed consolidated statements of comprehensive income. Reclassification adjustments of derivative instruments are presented in Net Sales in the condensed consolidated statements of income. See Note 9. Derivatives for additional information. Amortization of accumulated pension and other post-employment benefit (OPEB) liabilities are included in the computation of net period pension and OPEB costs, which are more fully discussed in Note 11. Postretirement and Other Benefits.

Components of accumulated other comprehensive loss were as follows ($ in millions):

	June 30, 2013			December 31, 2012
Accumulated pension and OPEB liability adjustments, net of income tax of $22.1 million and $23.3 million at June 30, 2013 and December 31, 2012, respectively	$	(41.1	)	$	(43.2	)
Accumulated unrealized loss on derivative instruments, net of income tax benefit of $0.6 million and $1.5 million at June 30, 2013 and December 31, 2012, respectively	(6.6		)	(1.4		)
Accumulated unrealized foreign currency translation adjustments	12.1			29.2
Accumulated other comprehensive loss	$	(35.6	)	$	(15.4	)

Changes in the components of accumulated other comprehensive loss were as follows ($ in millions):

	Three Months Ended
	June 30, 2013									June 30, 2012
	Pre-tax			Tax			Net of Tax			Pre-tax			Tax			Net of Tax
Pension and OPEB liability adjustments	$	1.4		$	(0.4	)	$	1.0		$	1.7		$	(0.5	)	$	1.2
Unrealized loss on derivative instruments	(6.1		)	(0.2		)	(6.3		)	(6.2		)	2.1			(4.1		)
Unrealized foreign currency translation adjustments	(5.9		)	—			(5.9		)	(23.1		)	—			(23.1		)
Total	$	(10.6	)	$	(0.6	)	$	(11.2	)	$	(27.6	)	$	1.6		$	(26.0	)

	Six Months Ended
	June 30, 2013									June 30, 2012
	Pre-tax			Tax			Net of Tax			Pre-tax			Tax			Net of Tax
Pension and OPEB liability adjustments	$	3.3		$	(1.2	)	$	2.1		$	1.1		$	(0.3	)	$	0.8
Unrealized loss on derivative instruments	(4.4		)	(0.8		)	(5.2		)	(3.0		)	1.0			(2.0		)
Unrealized foreign currency translation adjustments	(17.1		)	—			(17.1		)	(11.0		)	—			(11.0		)
Total	$	(18.2	)	$	(2.0	)	$	(20.2	)	$	(12.9	)	$	0.7		$	(12.2	)

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Discontinued Operations (Tables)

6 Months Ended

Jun. 30, 2013

Discontinued Operations and Disposal Groups [Abstract]

Schedule of Disposal Groups, Including Discontinued Operations , Balance Sheet

Included in Other Current Assets and Accrued Expenses within the condensed consolidated balance sheet are the following major classes of assets and liabilities, respectively, associated with the discontinued operations ($ in millions):

	June 30, 2013		December 31, 2012
Assets of discontinued operations:
Current assets	$	1.6	$	7.7
Property, Plant and Equipment, net	6.0		—
Noncurrent deferred income tax benefits	—		0.8
Other assets	3.5		0.2
Liabilities of discontinued operations:
Current liabilities	0.7		2.1

Discontinued operations, income (loss) from discontinued operation

Summary financial results of discontinued operations were as follows ($ in millions):

	Three Months Ended						Six Months Ended
	June 30, 2013			June 30, 2012			June 30, 2013			June 30, 2012
Net sales	$	2.0		$	5.9		$	6.4		$	13.0
Restructuring and impairment expense	1.5			—			1.4			—
Loss on disposal	(1.6		)	—			(1.6		)	—
Loss from discontinued operations before income taxes	(3.6		)	(1.9		)	(4.0		)	(2.7		)
Income tax (provision) benefit	0.8			(0.6		)	0.6			(2.3		)
Loss from discontinued operations	(2.8		)	(2.5		)	(3.4		)	(5.0		)

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2013

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

Litigation

Imposto sobre Circulaçăo de Mercadorias e Serviços, or ICMS, a form of value-added tax in Brazil, was assessed to our Brazilian subsidiary Schweitzer-Mauduit do Brasil Indústria e Comércio de Papel Ltda., or SWM-B, in December of 2000. SWM-B received two assessments from the tax authorities of the State of Rio de Janeiro for unpaid ICMS taxes from January 1995 through November 2000, collectively the Assessment.

The Assessment concerned the accrual and use by SWM-B of ICMS tax credits generated from the production and sale of certain non-tobacco related grades of paper sold domestically that are immune from the tax to offset ICMS taxes otherwise owed on the sale of products that are not immune. One of the two assessments, or Assessment 1 (case number 2001.001.115144-5), related in part to tax periods that predated our acquisition of the Pirahy mill in Pirai, Brazil and is covered in part by an indemnification from the sellers of the Pirahy mill. The second assessment, or Assessment 2 (case number 2001.001.06544-6), pertains exclusively to periods that SWM-B owned the Pirahy mill. While SWM-B would be primarily responsible for the full payment of the Assessment in the event of an ultimate unfavorable outcome, SWM-B is not aware of any difficulties that would be encountered in obtaining reimbursement of that portion of any payment resulting from Assessment 1 from the previous owners of the Pirahy mill under the indemnification.

SWM-B has contested the Assessment based on Article 150, VI of the Brazilian Federal Constitution of 1988, which grants immunity from ICMS taxes to papers used in the production of books, newspapers and periodicals, or immune papers, and the raw material inputs used to produce immune papers.

Both assessments are presently on appeal in separate chambers of the Federal Supreme Court of Brazil. Assessment 1 is before the court on a procedural question which, if decided favorably, would invalidate Assessment 1. If decided against SWM-B, the lower court would be notified to send the case records to the Federal Supreme Court for a decision on the merits. Assessment 2 is before the Federal Supreme Court of Brazil on the merits and will be finally decided by the action of the chamber of the court hearing the matter, unless there is a prior decision by a chamber of the Federal Supreme Court on Assessment 1 that is in contradiction, in which case the conflict between the rulings of the different chambers could be decided by the Federal Supreme Court sitting as a whole. No docket entry has been made yet regarding argument on either assessment.  SWM-B continues to vigorously contest the Assessment and believes that the Assessment will ultimately be resolved in its favor. Based on the foreign currency exchange rate at June 30, 2013, the Assessment totaled approximately $43 million, of which approximately $20 million is covered by the above-discussed indemnification. No liability has been recorded in our condensed consolidated financial statements for the Assessment based on our evaluation of the Assessment under the facts and law as presently understood.

Environmental Matters

The Company's operations are subject to various nations' federal, state and local laws, regulations and ordinances relating to environmental matters. The nature of the Company's operations exposes it to the risk of claims with respect to various environmental matters, and there can be no assurance that material costs or liabilities will not be incurred in connection with such claims. While the Company has incurred in the past several years, and will continue to incur, capital and operating expenditures in order to comply with environmental laws and regulations, it believes that its future cost of compliance with environmental laws, regulations and ordinances, and its exposure to liability for environmental claims and its obligation to participate in the remediation and monitoring of certain hazardous waste disposal sites, will not have a material effect on its financial condition or results of operations. However, future events, such as changes in existing laws and regulations, or unknown contamination of sites owned, operated or used for waste disposal by the Company (including contamination caused by prior owners and operators of such sites or other waste generators) may give rise to additional costs which could have a material effect on its financial condition or results of operations.

General Matters

In the ordinary course of conducting business activities, the Company and its subsidiaries become involved in certain other judicial, administrative and regulatory proceedings involving both private parties and governmental authorities. These proceedings include insured and uninsured regulatory, employment, general and commercial liability, environmental and other matters. At this time, the Company does not expect any of these proceedings to have a material effect on its reputation, business, financial condition, results of operations or cash flows. However, the Company can give no assurance that the results of any such proceedings will not materially affect its reputation, business, financial condition, results of operations or cash flows.

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Net Pension Benefit Costs (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
United States Pension Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Pension and Other Postretirement Benefit Plans, Amounts that Will be Amortized from Accumulated Other Comprehensive Income (Loss) in Next Fiscal Year			$ 6.0
Service cost	0	0	0	0
Interest cost	1.3	1.4	2.6	2.8
Expected return on plan assets	(1.8)	(1.9)	(3.6)	(3.8)
Amortization and other	1.8	1.5	3.5	3.0
Net periodic benefit cost	1.3	1.0	2.5	2.0
Pension Contributions			0.7
Foreign Pension Plans, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Pension and Other Postretirement Benefit Plans, Amounts that Will be Amortized from Accumulated Other Comprehensive Income (Loss) in Next Fiscal Year			0.2
Service cost	0.3	0.3	0.6	0.5
Interest cost	0.2	0.2	0.4	0.5
Expected return on plan assets	(0.1)	(0.2)	(0.2)	(0.3)
Amortization and other	0.2	0.1	0.5	0.1
Net periodic benefit cost	0.6	0.4	1.3	0.8
United States Postretirement Benefit Plans of US Entity, Defined Benefit [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Service cost	0	0.1	0	0.1
Interest cost	0.1	0.2	0.1	0.3
Expected return on plan assets	0	0	0	0
Amortization and other	(0.2)	0	(0.4)	0
Net periodic benefit cost	$ (0.1)	$ 0.3	$ (0.3)	$ 0.4

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Net Income Per Share (Details) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Net Income Per Share [Abstract]
Net income	$ 26.6	$ 21.0	$ 56.7	$ 35.6
Less: Dividends paid to participating securities	0	(0.1)	(0.1)	(0.1)
Less: Undistributed earnings available to participating securities	(0.2)	(0.2)	(0.4)	(0.4)
Undistributed and distributed earnings available to common shareholders	$ 26.4	$ 20.7	$ 56.2	$ 35.1
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract]
Average number of common shares outstanding	31,097,300	30,890,200	31,021,900	31,318,600
Effect of dilutive stock-based compensation	162,200	355,800	162,700	333,000
Average number of common and potential common shares outstanding	31,259,500	31,246,000	31,184,600	31,651,600

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Goodwill and Intangible Assets (Tables)

6 Months Ended

Jun. 30, 2013

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The changes in the carrying amount of goodwill for each segment for the six months endedJune 30, 2013 were as follows ($ in millions):

	Reconstituted Tobacco		Paper			Total
Goodwill as of December 31, 2012, gross	$	5.7	$	2.7		$	8.4
Accumulated impairment losses	—		(2.7		)	(2.7		)
Goodwill as of December 31, 2012, net	5.7		—			5.7
Foreign currency translation adjustments	—		—			—
Goodwill as of June 30, 2013, gross	5.7		2.7			8.4
Accumulated impairment losses	—		(2.7		)	(2.7		)
Goodwill as of June 30, 2013, net	$	5.7	$	—		$	5.7

Schedule of Amortizable Intangible Assets

The gross carrying amount and accumulated amortization for amortizable intangible assets consisted of the following ($ in millions):

	June 30, 2013						December 31, 2012
	Gross Carrying Amount		Accumulated Amortization*		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization*		Net Carrying Amount
Customer-related intangibles (Reconstituted Tobacco Segment)	$	10.0	$	9.8	$	0.2	$	10.0	$	9.6	$	0.4

*  Accumulated amortization also includes adjustments for foreign currency translation.

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Inventories (Tables)

6 Months Ended

Jun. 30, 2013

Inventory Disclosure [Abstract]

Schedule of inventories by major class

The following schedule details inventories by major class ($ in millions):

	June 30, 2013		December 31, 2012
Raw materials	$	28.0	$	31.5
Work in process	28.2		23.4
Finished goods	38.0		36.8
Supplies and other	18.1		19.9
Total	$	112.3	$	111.6

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Derivatives by Income Statement Location (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Cash Flow Hedging [Member] | Foreign Exchange Contract [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Change in AOCI Gain / (Loss)	$ 4.1	$ (4.1)	$ 5.2	$ (2.0)
Cash Flow Hedging [Member] | Foreign Exchange Contract [Member] | Sales [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain /(Loss) Reclassified from AOCI into Net Sales (Effective Portion)	0.2	0.4	0.5	1.6
Not Designated as Hedging Instrument [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain / (Loss) Recognized in Income on Derivatives	(0.4)	0.9	(0.8)	(1.7)
Not Designated as Hedging Instrument [Member] | Interest Rate Contract [Member] | Other Income Expense [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain / (Loss) Recognized in Income on Derivatives	0	0	0	(0.1)
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Other Income Expense [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain / (Loss) Recognized in Income on Derivatives	$ (0.4)	$ 0.9	$ (0.8)	$ (1.6)

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General (Details)	Jun. 30, 2013
Nature of Business [Line Items]
Number of Countries in which Entity Operates	90
Number of production locations	9
China [Member]
Nature of Business [Line Items]
Equity Method Investment, Ownership Percentage	50.00%
Number of Joint Ventures	2

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Goodwill and Intangible Assets Carrying Amount of Goodwill By Segment (Details) (USD $) In Millions, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
Goodwill [Roll Forward]
Goodwill beginning of period, net	$ 5.7
Foreign currency translation adjustments	0
Goodwill end of period, net	5.7
Goodwill, Gross	8.4	8.4
Accumulated impairment losses	(2.7)	(2.7)
Reconstituted Tobacco [Member]
Goodwill [Roll Forward]
Goodwill beginning of period, net	5.7
Foreign currency translation adjustments	0
Goodwill end of period, net	5.7
Goodwill, Gross	5.7	5.7
Accumulated impairment losses	0	0
Paper Segment [Member]
Goodwill [Roll Forward]
Goodwill beginning of period, net	0
Foreign currency translation adjustments	0
Goodwill end of period, net	0
Goodwill, Gross	2.7	2.7
Accumulated impairment losses	$ (2.7)	$ (2.7)

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Reconcilation of Income Tax Rate (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Amount [Abstract]
Tax provision at U.S. statutory rate	$ 14.8	$ 12.6	$ 29.7	$ 21.2
Tax benefits of foreign legal structure	(0.4)	(1.2)	(0.7)	(1.6)
Adjustments to valuation allowances	0	0	0	(0.4)
French business tax reclassified as income tax	0.5	0.6	1.1	1.3
Change in enacted foreign tax rate	0	0.3	0	0.6
Foreign income tax rate differential and other foreign taxes	(1.2)	0.5	(3.8)	0.3
Other, net	0.1	0.1	(0.1)	(0.5)
Provision for income taxes	$ 13.8	$ 12.9	$ 26.2	$ 20.9
Percent [Abstract]
Tax provision at U.S. statutory rate	35.00%	35.00%	35.00%	35.00%
Tax benefits of foreign legal structure	(1.00%)	(3.30%)	(0.80%)	(2.60%)
Adjustments to valuation allowances	0.00%	0.00%	0.00%	(0.70%)
French business tax reclassified as income tax	1.10%	1.70%	1.30%	2.10%
Change in enacted foreign tax rate	0.00%	0.80%	0.00%	1.00%
Foreign income tax rate differential	(2.90%)	1.40%	(4.50%)	0.50%
Other, net	0.20%	0.20%	(0.10%)	(0.80%)
Provision for income taxes	32.40%	35.80%	30.90%	34.50%

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Postretirement and Other Benefits Pension and OPEB Benefits (Tables)

6 Months Ended

Jun. 30, 2013

Postretirement and Other Benefits [Abstract]

Schedule of Net Benefit Costs [Table Text Block]

The components of net pension and OPEB benefit costs for U.S. employees and net pension benefit costs for French employees during the three months and six months endedJune 30, 2013 and 2012 were as follows ($ in millions):

	Three Months Ended June 30,
	U.S. Pension Benefits						French Pension Benefits						U.S. OPEB Benefits
	2013			2012			2013			2012			2013			2012
Service cost	$	—		$	—		$	0.3		$	0.3		$	—		$	0.1
Interest cost	1.3			1.4			0.2			0.2			0.1			0.2
Expected return on plan assets	(1.8		)	(1.9		)	(0.1		)	(0.2		)	—			—
Amortizations and other	1.8			1.5			0.2			0.1			(0.2		)	—
Net periodic benefit cost	$	1.3		$	1.0		$	0.6		$	0.4		$	(0.1	)	$	0.3

	Six Months Ended June 30,
	U.S. Pension Benefits						French Pension Benefits						U.S. OPEB Benefits
	2013			2012			2013			2012			2013			2012
Service cost	$	—		$	—		$	0.6		$	0.5		$	—		$	0.1
Interest cost	2.6			2.8			0.4			0.5			0.1			0.3
Expected return on plan assets	(3.6		)	(3.8		)	(0.2		)	(0.3		)	—			—
Amortizations and other	3.5			3.0			0.5			0.1			(0.4		)	—
Net periodic benefit cost	$	2.5		$	2.0		$	1.3		$	0.8		$	(0.3	)	$	0.4

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Debt (Details) In Millions, unless otherwise specified					6 Months Ended
	Jun. 30, 2013 USD ($)	Dec. 31, 2012 USD ($)	Jun. 30, 2013 Line of Credit [Member] USD ($)	Dec. 31, 2012 Line of Credit [Member] USD ($)	Jun. 30, 2013 Line of Credit [Member] Revolving Credit Agreement [Member] USD ($)	Jun. 30, 2013 Line of Credit, Sublimit In Euro [Member] Revolving Credit Agreement [Member] USD ($)	Jun. 30, 2013 Line of Credit, Sublimit In Euro [Member] Revolving Credit Agreement [Member] EUR (€)	Jun. 30, 2013 Line of Credit, Sublimit in Pesos [Member] Revolving Credit Agreement [Member] USD ($)	Jun. 30, 2013 French Employee Profit Sharing [Member] USD ($)	Dec. 31, 2012 French Employee Profit Sharing [Member] USD ($)	Jun. 30, 2013 Bank Overdrafts [Member] USD ($)	Dec. 31, 2012 Bank Overdrafts [Member] USD ($)	Jun. 30, 2013 Other [Member] USD ($)	Dec. 31, 2012 Other [Member] USD ($)
Debt Instrument [Line Items]
Maximum borrowings under credit facility					$ 225	$ 100		$ 25
Credit facility accordion feature					100
Line of Credit Facility, Amount Outstanding							25
Covenant provisions					the Company to maintain (a) a maximum net debt to EBITDA ratio of 3.00 and (b) minimum interest coverage of 3.50. The Company was in compliance with its financial covenants at June 30, 2013.
Minimum margin on borrowings (in hundredths)					1.25%
Maximum margin on borrowings (in hundredths)					2.00%
Minimum annual commitment fees on undrawn amounts (in hundredths)					0.20%
Maximum annual commitment fees on undrawn amounts (in hundredths)					0.30%
Applicable interest rate (in hundredths)					1.50%	1.38%	1.38%
Total	$ 164.5	$ 156.0	$ 147.6	$ 139.1					$ 16.0	$ 14.7	$ 0.7	$ 2.0	$ 0.2	$ 0.2

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Net Income Per Share(Tables)

6 Months Ended

Jun. 30, 2013

Net Income Per Share [Abstract]

Reconciliation of the Common and Potential Common Shares Outstanding Used in Earnings Per Share Calculation

A reconciliation of the average number of common and potential common shares outstanding used in the calculations of basic and diluted net income per share follows ($ in millions, shares in thousands):

	Three Months Ended						Six Months Ended
	June 30, 2013			June 30, 2012			June 30, 2013			June 30, 2012
Numerator (basic and diluted):
Net income	$	26.6		$	21.0		$	56.7		$	35.6
Less: Dividends paid to participating securities	—			(0.1		)	(0.1		)	(0.1		)
Less: Undistributed earnings available to participating securities	(0.2		)	(0.2		)	(0.4		)	(0.4		)
Undistributed and distributed earnings available to common stockholders	$	26.4		$	20.7		$	56.2		$	35.1
Denominator:
Average number of common shares outstanding	31,097.3			30,890.2			31,021.9			31,318.6
Effect of dilutive stock-based compensation	162.2			355.8			162.7			333.0
Average number of common and potential common shares outstanding	31,259.5			31,246.0			31,184.6			31,651.6

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Consolidated Statements of Changes in Stockholders' Equity (Unaudited) (USD $) In Millions, except Share data, unless otherwise specified	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Treasury Stock [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive Income (Loss) [Member]
Balance at Dec. 31, 2011	$ 475.9	$ 3.8	$ 211.7	$ (132.1)	$ 417.0	$ (24.5)
Balance (in Shares) at Dec. 31, 2011		37,587,298		5,220,414
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	35.6				35.6
Other comprehensive income (loss), net of tax	(12.2)					(12.2)
Dividends declared	(4.8)				(4.8)
Restricted stock issuances, net	0		(3.4)	3.4
Restricted stock issuances, net (in shares)				(134,026)
Stock-based employee compensation expense	3.1		3.1
Excess tax benefits of stock-based employee compensation	0.1		0.1
Stock issued to directors as compensation	0		0
Stock issued to directors as compensation (in shares)		884
Issuance of shares for options exercised	0.1		0.1
Issuance of shares for options exercised (in shares)		11,100		0
Purchases of treasury stock	(45.7)			(45.7)
Purchases of treasury stock (in shares)				1,346,922
Balance at Jun. 30, 2012	452.1	3.8	211.6	(174.4)	447.8	(36.7)
Balance (in Shares) at Jun. 30, 2012		37,599,282		6,433,310
Balance at Dec. 31, 2012	511.8	3.1	41.0	(0.3)	483.4	(15.4)
Balance (in Shares) at Dec. 31, 2012		31,209,866		8,760
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	56.7				56.7
Other comprehensive income (loss), net of tax	(20.2)					(20.2)
Dividends declared	(18.8)				(18.8)
Restricted stock issuances, net	0		(0.2)	0.2
Restricted stock issuances, net (in shares)		208,061		(5,000)
Stock-based employee compensation expense	0.8		0.8
Excess tax benefits of stock-based employee compensation	0.5		0.5
Stock issued to directors as compensation	0.1		0.1
Stock issued to directors as compensation (in shares)		771
Issuance of shares for options exercised	0.3		0.3
Stock Repurchased and Retired During Period, Shares		(47,218)		(47,218)
Treasury Stock, Retired, Cost Method, Amount	0		(1.8)	1.8
Issuance of shares for options exercised (in shares)		21,000
Purchases of treasury stock	(1.7)			(1.7)
Purchases of treasury stock (in shares)				43,458
Balance at Jun. 30, 2013	$ 529.5	$ 3.1	$ 40.7	$ 0	$ 521.3	$ (35.6)
Balance (in Shares) at Jun. 30, 2013		31,392,480		0

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Consolidated Statements of Cash Flows (Unaudited) (USD $) In Millions, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
Operations
Net income	$ 56.7	$ 35.6
Less: Income (loss) from discontinued operations	(3.4)	(5.0)
Income from Continuing Operations	60.1	40.6
Non-cash items included in net income:
Depreciation and amortization	18.1	19.3
Impairment	0	20.0
Deferred income tax provision (benefit)	7.7	1.3
Pension and other postretirement benefits	2.4	2.2
Stock-based compensation	0.8	3.1
Income from equity affiliates	2.2	2.2
Excess tax benefits of stock-based awards	(0.5)	(0.1)
Other items	1.1	0.2
Changes in operating working capital
Accounts receivable	(5.1)	1.3
Inventories	(4.3)	(8.5)
Prepaid expenses	(0.5)	(0.7)
Accounts payable	0.7	(2.3)
Accrued expenses	2.1	(4.4)
Accrued incomes taxes	(4.1)	3.1
Net changes in operating working capital	(11.2)	(11.5)
Net cash provided (used) by operating activities of:
- Continuing operations	80.7	77.3
- Discontinued operations	1.1	(2.3)
Cash Provided by Operations	81.8	75.0
Investing
Capital spending	(9.2)	(14.0)
Capitalized software costs	(0.1)	(0.3)
Investment in equity affiliates, net	0	(20.9)
Other investing	(0.6)	(7.1)
Cash Used for Investing	(9.9)	(42.3)
Financing
Cash dividends paid to SWM stockholders	(18.8)	(4.8)
Changes in short-term debt	(0.7)	(3.2)
Proceeds from issuances of long-term debt	31.4	39.7
Payments on long-term debt	(21.3)	(7.0)
Purchases of treasury stock	(1.7)	(45.7)
Proceeds from exercise of stock options	0.3	0.1
Excess tax benefits of stock-based awards	0.5	0.1
Cash Used in Financing	(10.3)	(20.8)
Effect of Exchange Rate Changes on Cash and Cash Equivalents	(0.1)	(0.2)
Increase (Decrease) in Cash and Cash Equivalents	61.5	11.7
Cash and Cash Equivalents at beginning of period	151.2	76.5
Cash and Cash Equivalents at end of period	$ 212.7	$ 88.2

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Discontinued Operations

6 Months Ended

Jun. 30, 2013

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

Discontinued Operations

The Company's paper mill in Medan, Indonesia and closed paper mill in San Pedro, Philippines have been reported as discontinued operations. The sale of the Indonesian mill was finalized in the second quarter of 2013 and a $1.6 million non-cash loss was recorded in discontinued operations. For all periods presented, results of both of these mills have been removed from each individual line within the statements of income and the operating activities section of the statements of cash flow. In each case, a separate line has been added for the net results of discontinued operations.

In the consolidated balance sheets, the assets and liabilities of the Indonesia mill were classified as Held-for-Sale as of December 31, 2012 and therefore, except for cash and cash equivalents, assets and liabilities of the Indonesian mill were included in other current assets and accrued expenses, respectively, since December 31, 2012. As a result of the sale of the Indonesian mill, the consolidated balance sheets as of June 30, 2013 do not include the assets and liabilities of that business. Property, plant and equipment, net, of the Philippines mill was classified as Held-for-Sale and has been included in other current assets since March 31, 2013. Prior year balances have not been reclassified in the consolidated balance sheets.

Included in Other Current Assets and Accrued Expenses within the condensed consolidated balance sheet are the following major classes of assets and liabilities, respectively, associated with the discontinued operations ($ in millions):

	June 30, 2013		December 31, 2012
Assets of discontinued operations:
Current assets	$	1.6	$	7.7
Property, Plant and Equipment, net	6.0		—
Noncurrent deferred income tax benefits	—		0.8
Other assets	3.5		0.2
Liabilities of discontinued operations:
Current liabilities	0.7		2.1

Summary financial results of discontinued operations were as follows ($ in millions):

	Three Months Ended						Six Months Ended
	June 30, 2013			June 30, 2012			June 30, 2013			June 30, 2012
Net sales	$	2.0		$	5.9		$	6.4		$	13.0
Restructuring and impairment expense	1.5			—			1.4			—
Loss on disposal	(1.6		)	—			(1.6		)	—
Loss from discontinued operations before income taxes	(3.6		)	(1.9		)	(4.0		)	(2.7		)
Income tax (provision) benefit	0.8			(0.6		)	0.6			(2.3		)
Loss from discontinued operations	(2.8		)	(2.5		)	(3.4		)	(5.0		)

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General

6 Months Ended

Jun. 30, 2013

Nature of Business [Abstract]

Nature of Business

General

Nature of Business

Schweitzer-Mauduit International, Inc., or SWM or the Company, is a multinational diversified producer of premium specialty papers headquartered in the United States of America. The Company manufactures and sells paper and reconstituted tobacco products to the tobacco industry as well as specialized paper products for use in other applications. The Company’s tobacco-related products include cigarette, plug wrap and base tipping papers, or Cigarette Papers, used to wrap various parts of a cigarette, reconstituted tobacco leaf, or RTL, which is used as a blend with virgin tobacco in cigarettes and reconstituted tobacco wrappers and binders for machine-made cigars. These products are sold directly to the major tobacco companies or their designated converters in the Americas, Europe, Asia and elsewhere. Non-tobacco industry products are a diverse mix of products, certain of which represent commodity paper grades produced to maximize machine operations.

The Company is a manufacturer of high porosity papers, which are used in manufacturing ventilated cigarettes, banded and print banded papers for the production of lower ignition propensity, or LIP, cigarettes and the leading independent producer of RTL used in producing blended cigarettes. The Company conducts business in over 90 countries and currently operates 9 production locations worldwide, with mills in the United States, France, Brazil and Poland. The Company also has a 50% equity interest in two joint ventures in China.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements and the notes thereto have been prepared in accordance with the instructions of Form 10-Q and Rule 10-01 of Regulation S-X of the Securities and Exchange Commission, or the SEC, and do not include all of the information and disclosures required by accounting principles generally accepted in the United States of America, or U.S. GAAP. However, such information reflects all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of results for the interim periods including the results of a business reclassified as a discontinued operation which is more fully described in Note 3. Discontinued Operations.

The results of operations are not necessarily indicative of the results to be expected for the full year. The unaudited consolidated financial statements included herein should be read in conjunction with the audited consolidated financial statements and the notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012, as filed with the SEC on March 1, 2013.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and wholly-owned, majority-owned and controlled subsidiaries. The Company’s share of the net income of its 50% owned joint ventures in China are included in the consolidated statements of income as income from equity affiliates. Intercompany balances and transactions have been eliminated.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses and related disclosures of contingent assets and liabilities in the consolidated financial statements and accompanying notes. Estimates are used for, but not limited to, inventory valuation, useful lives of tangible and intangible assets, fair values, sales returns, receivables valuation, pension, postretirement and other benefits, restructuring and impairment, taxes and contingencies. Actual results could differ materially from those estimates.

Recent Accounting Pronouncements

On January 1, 2013, the Company adopted Financial Accounting Standards Board's Accounting Standards Update (ASU) 2013-02 Comprehensive Income (Topic 220): Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income. The ASU amends and clarifies disclosure requirements for reclassifications from Other Comprehensive Income. The adoption of this guidance expanded the disclosure included in Note 2. Other Comprehensive Income, but it did not have a material impact on our condensed consolidated financial statements.

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Goodwill and Intangible Assets Carrying Amount of Amortizable Intangible Assets (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013 Customer-Related Intangibles [Member]	Jun. 30, 2013 Customer-Related Intangibles [Member] Reconstituted Tobacco [Member]		Dec. 31, 2012 Customer-Related Intangibles [Member] Reconstituted Tobacco [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount						$ 10.0		$ 10.0
Accumulated Amortization						9.8	[1]	9.6	[1]
Net Carrying Amount						0.2		0.4
Amortization Expense of Intangible Assets	$ 0.1	$ 0.2	$ 0.2	$ 0.5
Amortization Method					150% declining balance method
Finite-Lived Intangible Assets, Useful Life					6 years

[1] Accumulated amortization also includes adjustments for foreign currency translation.

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Restructuring Activities (Tables)

6 Months Ended

Jun. 30, 2013

Restructuring and Related Activities [Abstract]

Changes in restructuring liabilities

Changes in the restructuring liabilities, substantially all of which are employee-related, during the periods ended June 30, 2013 and December 31, 2012 are summarized as follows ($ in millions):

	Six Months Ended			Year Ended
	June 30, 2013			December 31, 2012
Balance at beginning of year	$	3.4		$	7.3
Accruals for announced programs	2.3			2.6
Cash payments	(1.5		)	(6.4		)
Exchange rate impacts	(0.2		)	(0.1		)
Balance at end of period	$	4.0		$	3.4

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Income Taxes (Tables)

6 Months Ended

Jun. 30, 2013

Income Tax Disclosure [Abstract]

Schedule of Effective Income Tax Rate Reconciliation

A reconciliation of income taxes computed at the U.S. federal statutory income tax rate to the provision for income taxes is as follows ($ in millions): 

	Three Months Ended										Six Months Ended
	June 30, 2013					June 30, 2012					June 30, 2013					June 30, 2012
	Amount			Percent		Amount			Percent		Amount			Percent		Amount			Percent
Tax provision at U.S. statutory rate	$	14.8		35.0	%	$	12.6		35.0	%	$	29.7		35.0	%	$	21.2		35.0	%
Tax benefits of foreign legal structure	(0.4		)	(1.0	)	(1.2		)	(3.3	)	(0.7		)	(0.8	)	(1.6		)	(2.6	)
Adjustments to valuation allowances	—			—		—			—		—			—		(0.4		)	(0.7	)
French business tax reclassified as income tax	0.5			1.1		0.6			1.7		1.1			1.3		1.3			2.1
Change in enacted foreign tax rate	—			—		0.3			0.8		—			—		0.6			1.0
Foreign income tax rate differential and other foreign taxes	(1.2		)	(2.9	)	0.5			1.4		(3.8		)	(4.5	)	0.3			0.5
Other, net	0.1			0.2		0.1			0.2		(0.1		)	(0.1	)	(0.5		)	(0.8	)
Provision for income taxes	$	13.8		32.4	%	$	12.9		35.8	%	$	26.2		30.9	%	$	20.9		34.5	%

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Discontinued Operations (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
Assets of discontinued operations:
Assets of Disposal Group, Including Discontinued Operation, Current	$ 1.6		$ 1.6		$ 7.7
Disposal Group, Including Discontinued Operation, Property, Plant, and Equipment, Net	6.0		6.0		0
Noncurrent deferred income tax benefits	0		0		0.8
Other assets	3.5		3.5		0.2
Liabilities of discontinued operations:
Current liabilities	0.7		0.7		2.1
Net sales	2.0	5.9	6.4	13.0
Restructuring and impairment expense			2.3		2.6
Income (loss) from discontinued operations before income taxes	(3.6)	(1.9)	(4.0)	(2.7)
Income tax benefit	0.8	(0.6)	0.6	(2.3)
Income (loss) from discontinued operations	(2.8)	(2.5)	(3.4)	(5.0)
Philippines Paper & Indonesia [Member]
Liabilities of discontinued operations:
Restructuring and impairment expense	1.5	0	1.4	0
Loss on disposal	$ (1.6)	$ 0	$ (1.6)	$ 0

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Segment Information (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Net Sales [Abstract]
Net Sales	$ 196.5	$ 192.9	$ 391.0	$ 387.9
Percentage of Net Sales (in hundredths)	100.00%	100.00%	100.00%	100.00%
Operating Profit [Abstract]
Operating Profit	42.1	37.6	83.8	62.8
Operating Profit (in hundredths)	100.00%	100.00%	100.00%	100.00%
Paper [Member]
Net Sales [Abstract]
Net Sales	137.8	136.0	276.7	271.1
Percentage of Net Sales (in hundredths)	70.10%	70.50%	70.80%	69.90%
Operating Profit [Abstract]
Operating Profit	26.0	22.9	51.3	28.0
Operating Profit (in hundredths)	61.80%	60.90%	61.20%	44.60%
Reconstituted Tobacco [Member]
Net Sales [Abstract]
Net Sales	58.7	56.9	114.3	116.8
Percentage of Net Sales (in hundredths)	29.90%	29.50%	29.20%	30.10%
Operating Profit [Abstract]
Operating Profit	22.1	20.1	43.5	44.8
Operating Profit (in hundredths)	52.50%	53.50%	51.90%	71.30%
Unallocated Amount to Segment [Member]
Operating Profit [Abstract]
Operating Profit	$ (6.0)	$ (5.4)	$ (11.0)	$ (10.0)
Operating Profit (in hundredths)	(14.30%)	(14.40%)	(13.10%)	(15.90%)

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Derivatives by Balance Sheet Location (Details) (Designated as Hedging Instrument [Member], USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Derivatives, Fair Value [Line Items]
Asset Derivatives	$ 0	$ 0.4
Liability Derivatives	7.0	3.5
Foreign Exchange Contract [Member] | Accounts Receivable [Member]
Derivatives, Fair Value [Line Items]
Asset Derivatives	0	0.4
Foreign Exchange Contract [Member] | Other Assets [Member]
Derivatives, Fair Value [Line Items]
Asset Derivatives	0	0
Foreign Exchange Contract [Member] | Accounts Payable [Member]
Derivatives, Fair Value [Line Items]
Liability Derivatives	3.0	0
Foreign Exchange Contract [Member] | Other Liabilities [Member]
Derivatives, Fair Value [Line Items]
Liability Derivatives	$ 4.0	$ 3.5

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Consolidated Statements of Comprehensive Income (Loss) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Net income	$ 26.6	$ 21.0	$ 56.7	$ 35.6
Other Comprehensive Income (Loss), net of tax:
Foreign currency translation adjustments	(4.8)	(23.1)	(16.0)	(11.0)
Less: Reclassification adjustment for realized translation adjustments	(1.1)	0	(1.1)	0
Unrealized losses on derivative instruments	(6.1)	(3.7)	(4.7)	(0.4)
Less: Reclassification adjustment for gains on derivative instruments included in net income	(0.2)	(0.4)	(0.5)	(1.6)
Net gain from postretirement benefit plans	0	2.8	0	3.9
Less: Amortization of postretirement benefit plans' costs included in net periodic benefit cost	1.0	(1.6)	2.1	(3.1)
Other Comprehensive Income (Loss)	(11.2)	(26.0)	(20.2)	(12.2)
Comprehensive Income (Loss)	$ 15.4	$ (5.0)	$ 36.5	$ 23.4

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Goodwill and Intangible Assets

6 Months Ended

Jun. 30, 2013

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Goodwill and Intangible Assets

The changes in the carrying amount of goodwill for each segment for the six months endedJune 30, 2013 were as follows ($ in millions):

	Reconstituted Tobacco		Paper			Total
Goodwill as of December 31, 2012, gross	$	5.7	$	2.7		$	8.4
Accumulated impairment losses	—		(2.7		)	(2.7		)
Goodwill as of December 31, 2012, net	5.7		—			5.7
Foreign currency translation adjustments	—		—			—
Goodwill as of June 30, 2013, gross	5.7		2.7			8.4
Accumulated impairment losses	—		(2.7		)	(2.7		)
Goodwill as of June 30, 2013, net	$	5.7	$	—		$	5.7

The gross carrying amount and accumulated amortization for amortizable intangible assets consisted of the following ($ in millions):

	June 30, 2013						December 31, 2012
	Gross Carrying Amount		Accumulated Amortization*		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization*		Net Carrying Amount
Customer-related intangibles (Reconstituted Tobacco Segment)	$	10.0	$	9.8	$	0.2	$	10.0	$	9.6	$	0.4

*  Accumulated amortization also includes adjustments for foreign currency translation.

Amortization expense of intangible assets was $0.1 million and $0.2 million for the three months ended June 30, 2013 and 2012, respectively, and $0.2 million and $0.5 million for the six months endedJune 30, 2013 and 2012, respectively. The Company’s customer-related intangibles are amortized to expense using the 150% declining balance method over a 6-year life. The remaining customer-related intangible assets are expected to be fully amortized during 2013.

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Consolidated Balance Sheets (Parentheticals) (USD $)	Jun. 30, 2013	Dec. 31, 2012
Preferred stock (dollars per share)	$ 0.10	$ 0.10
Preferred shares authorized	10,000,000	10,000,000
Common stock	$ 0.10	$ 0.10
Common shares authorized	100,000,000	100,000,000
Common shares issued	31,392,480	31,209,866
Common stock outstanding	31,392,480	31,201,106
Common stock in treasury	0	8,760

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Consolidated Statements of Income (Unaudited) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Net Sales	$ 196.5	$ 192.9	$ 391.0	$ 387.9
Cost of products sold	131.6	129.3	263.4	260.0
Gross Profit	64.9	63.6	127.6	127.9
Selling expense	5.5	5.4	10.5	11.2
Research expense	3.7	2.6	7.5	4.8
General expense	12.9	12.7	23.5	25.1
Total nonmanufacturing expenses	22.1	20.7	41.5	41.1
Restructuring and impairment expense	0.7	5.3	2.3	24.0
Operating Profit	42.1	37.6	83.8	62.8
Interest expense	0.7	0.9	1.4	1.8
Other income (expense), net	1.2	(0.7)	2.5	(0.4)
Income from Continuing Operations before Income Taxes and Income from Equity Affiliates	42.6	36.0	84.9	60.6
Provision for income taxes	13.8	12.9	26.2	20.9
Income from equity affiliates	0.6	0.4	1.4	0.9
Income from Continuing Operations	29.4	23.5	60.1	40.6
Loss from Discontinued Operations	(2.8)	(2.5)	(3.4)	(5.0)
Net Income	$ 26.6	$ 21.0	$ 56.7	$ 35.6
Net Income (Loss) per Share - Basic:
Income per share from continuing operations	$ 0.94	$ 0.75	$ 1.92	$ 1.28
Loss per share from discontinued operations	$ (0.09)	$ (0.08)	$ (0.11)	$ (0.16)
Net income per share - basic	$ 0.85	$ 0.67	$ 1.81	$ 1.12
Net Income (Loss) per Share - Diluted:
Income per share from continuing operations	$ 0.93	$ 0.74	$ 1.91	$ 1.27
Loss per share from discontinued operations	$ (0.09)	$ (0.08)	$ (0.11)	$ (0.16)
Net income per share - diluted	$ 0.84	$ 0.66	$ 1.80	$ 1.11
Weighted Average Shares Outstanding:
Basic	31,097,300	30,890,200	31,021,900	31,318,600
Diluted	31,259,500	31,246,000	31,184,600	31,651,600

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Debt (Tables)

6 Months Ended

Jun. 30, 2013

Debt Disclosure [Abstract]

Schedule of Total Debt

Total debt is summarized in the following table ($ in millions):

	June 30, 2013			December 31, 2012
Revolving Credit Agreement	$	147.6		$	139.1
French Employee Profit Sharing	16.0			14.7
Bank Overdrafts	0.7			2.0
Other	0.2			0.2
Total Debt	164.5			156.0
Less: Current debt	(3.3		)	(4.2		)
Long-Term Debt	$	161.2		$	151.8

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Other Comprehensive Income (Tables)

6 Months Ended

Jun. 30, 2013

Other Comprehensive Income [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss)

Components of accumulated other comprehensive loss were as follows ($ in millions):

	June 30, 2013			December 31, 2012
Accumulated pension and OPEB liability adjustments, net of income tax of $22.1 million and $23.3 million at June 30, 2013 and December 31, 2012, respectively	$	(41.1	)	$	(43.2	)
Accumulated unrealized loss on derivative instruments, net of income tax benefit of $0.6 million and $1.5 million at June 30, 2013 and December 31, 2012, respectively	(6.6		)	(1.4		)
Accumulated unrealized foreign currency translation adjustments	12.1			29.2
Accumulated other comprehensive loss	$	(35.6	)	$	(15.4	)

Schedule of Comprehensive Income (Loss)

Changes in the components of accumulated other comprehensive loss were as follows ($ in millions):

	Three Months Ended
	June 30, 2013									June 30, 2012
	Pre-tax			Tax			Net of Tax			Pre-tax			Tax			Net of Tax
Pension and OPEB liability adjustments	$	1.4		$	(0.4	)	$	1.0		$	1.7		$	(0.5	)	$	1.2
Unrealized loss on derivative instruments	(6.1		)	(0.2		)	(6.3		)	(6.2		)	2.1			(4.1		)
Unrealized foreign currency translation adjustments	(5.9		)	—			(5.9		)	(23.1		)	—			(23.1		)
Total	$	(10.6	)	$	(0.6	)	$	(11.2	)	$	(27.6	)	$	1.6		$	(26.0	)

	Six Months Ended
	June 30, 2013									June 30, 2012
	Pre-tax			Tax			Net of Tax			Pre-tax			Tax			Net of Tax
Pension and OPEB liability adjustments	$	3.3		$	(1.2	)	$	2.1		$	1.1		$	(0.3	)	$	0.8
Unrealized loss on derivative instruments	(4.4		)	(0.8		)	(5.2		)	(3.0		)	1.0			(2.0		)
Unrealized foreign currency translation adjustments	(17.1		)	—			(17.1		)	(11.0		)	—			(11.0		)
Total	$	(18.2	)	$	(2.0	)	$	(20.2	)	$	(12.9	)	$	0.7		$	(12.2	)

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Debt Schedule of Debt Summarized (Details) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Debt Instrument [Line Items]
Total	$ 164.5	$ 156.0
Less: Current debt	(3.3)	(4.2)
Long-Term Debt	161.2	151.8
Line of Credit [Member]
Debt Instrument [Line Items]
Total	147.6	139.1
French Employee Profit Sharing [Member]
Debt Instrument [Line Items]
Total	16.0	14.7
Bank Overdrafts [Member]
Debt Instrument [Line Items]
Total	0.7	2.0
Other [Member]
Debt Instrument [Line Items]
Total	$ 0.2	$ 0.2

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Inventories (Details) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Inventory Disclosure [Abstract]
Raw materials	$ 28.0	$ 31.5
Work in process	28.2	23.4
Finished goods	38.0	36.8
Supplies and other	18.1	19.9
Total	$ 112.3	$ 111.6

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Components of Accumulated Comprehensive Income (Details) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Other Comprehensive Income [Abstract]
Accumulated pension and OPEB liability adjustments, net of income tax of $22.1 million and $23.3 million at June 30, 2013 and December 31, 2012, respectively	$ (41.1)	$ (43.2)
Accumulated unrealized loss on derivative instruments, net of income tax benefit of $0.6 million and $1.5 million at June 30, 2013 and December 31, 2012, respectively	(6.6)	(1.4)
Accumulated unrealized foreign currency translation adjustments	12.1	29.2
Accumulated other comprehensive income	(35.6)	(15.4)
Accumulated Other Comprehensive Income Loss Defined Benefit Pension And Other Postretirement Plans, Tax	22.1	23.3
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Tax	$ (0.6)	$ (1.5)

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Changes in Components of Other Comprehensive Income (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Changes in components of other comprehensive income [Line Items]
Pension and OPEB liability adjustments, pre-tax	$ 1.4	$ 1.7	$ 3.3	$ 1.1
Pension and OPEB liability adjustments, Tax	(0.4)	(0.5)	(1.2)	(0.3)
Pension and OPEB liability adjustments, Net of Tax	1.0	1.2	2.1	0.8
Unrealized gain (loss) on financial instruments, pre-tax	(6.1)	(6.2)	(4.4)	(3.0)
Unrealized gain (loss) on financial instruments, Tax	(0.2)	2.1	(0.8)	1.0
Unrealized gain (loss) on financial instruments, Net of Tax	(6.3)	(4.1)	(5.2)	(2.0)
Unrealized foreign currency translation adjustments, pre-tax	(5.9)	(23.1)	(17.1)	(11.0)
Unrealized foreign currency translation adjustments, Tax	0	0	0	0
Unrealized foreign currency translation adjustments, Net of Tax	(5.9)	(23.1)	(17.1)	(11.0)
Total other comprehensive income (loss), pre-tax	(10.6)	(27.6)	(18.2)	(12.9)
Total other comprehensive income (loss), Tax	(0.6)	1.6	(2.0)	0.7
Other Comprehensive Income (Loss)	(11.2)	(26.0)	(20.2)	(12.2)
Accumulated Other Comprehensive Income (Loss) [Member]
Changes in components of other comprehensive income [Line Items]
Other Comprehensive Income (Loss)			$ (20.2)	$ (12.2)

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Inventories

6 Months Ended

Jun. 30, 2013

Inventory Disclosure [Abstract]

Inventories

Inventories

Inventories are valued at the lower of cost using the First-In, First-Out, or FIFO, and weighted average methods, or market. The Company's inventoriable costs primarily include pulp, chemicals, direct labor, utilities, maintenance, depreciation, finishing supplies and an allocation of mill overhead costs. Machine start-up costs or abnormal machine shut downs are expensed in the period incurred and are not inventoried. The definition of market value, with respect to all inventories, is replacement cost or net realizable value. The Company reviews inventories at least quarterly to determine the necessity of write-offs for excess, obsolete or unsalable inventory. The Company estimates write-offs for inventory obsolescence and shrinkage based on its judgment of future realization. These reviews require the Company to assess customer and market demand. The following schedule details inventories by major class ($ in millions):

	June 30, 2013		December 31, 2012
Raw materials	$	28.0	$	31.5
Work in process	28.2		23.4
Finished goods	38.0		36.8
Supplies and other	18.1		19.9
Total	$	112.3	$	111.6

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Derivatives (Tables)

6 Months Ended

Jun. 30, 2013

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Fair value of asset and liability derivatives and the respective balance sheet locations

The following table presents the fair value of asset and liability derivatives and the respective balance sheet locations at June 30, 2013 ($ in millions):

	Asset Derivatives			Liability Derivatives
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedges:
Foreign exchange contracts	Accounts Receivable	$	—	Accounts Payable	$	3.0
Foreign exchange contracts	Other Assets	—		Other Liabilities	4.0
Total derivatives designated as hedges		$	—		$	7.0

The following table presents the fair value of asset and liability derivatives and the respective balance sheet locations at December 31, 2012 ($ in millions):

	Asset Derivatives			Liability Derivatives
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as hedges:
Foreign exchange contracts	Accounts Receivable	$	0.4	Accounts Payable	$	—
Foreign exchange contracts	Other Assets	—		Other Liabilities	3.5
Total derivatives designated as hedges		$	0.4		$	3.5

Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss)

The following table provides the effect derivative instruments in cash flow hedging relationships had on accumulated other comprehensive income (loss), or AOCI, and results of operations ($ in millions):

Derivatives Designated as Cash Flow Hedging Relationships	(Gain) Loss Recognized in AOCI on Derivatives, Net of Tax										Gain Reclassified from AOCI into Net Sales
	Three Months Ended					Six Months Ended					Three Months Ended				Six Months Ended
	June 30,					June 30,					June 30,				June 30,
	2013		2012			2013		2012			2013		2012		2013		2012
Foreign exchange contracts	$	4.1	$	(4.1	)	$	5.2	$	(2.0	)	$	0.2	$	0.4	$	0.5	$	1.6

Schedule of derivative instruments, gain (loss) in income statement

The following table provides the effect derivative instruments not designated as hedging instruments had on net income ($ in millions):

Derivatives Not Designated as Cash Flow Hedging Instruments	Amount of Gain / (Loss) Recognized in Other Income / Expense
	Three Months Ended					Six Months Ended
	June 30, 2013			June 30, 2012		June 30, 2013			June 30, 2012
Interest rate contracts	$	—		$	—	$	—		$	(0.1	)
Foreign exchange contracts	(0.4		)	0.9		(0.8		)	(1.6		)
Total	$	(0.4	)	$	0.9	$	(0.8	)	$	(1.7	)

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Restructuring Activities (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
Restructuring Cost and Reserve [Line Items]
Restructuring and Impairment	$ 0.7	$ 5.3	$ 2.3	$ 24.0
Restructuring Reserve [Roll Forward]
Balance at beginning of year			3.4	7.3	7.3
Accruals for announced programs			2.3		2.6
Cash payments			(1.5)		(6.4)
Exchange rate impacts			(0.2)		(0.1)
Balance at end of period	4.0		4.0		3.4
Paper Segment [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Impairment	0.4	2.1	1.5	20.0
Reconstituted Tobacco [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Impairment	0.3	3.2	0.8	3.9
French Mills [Member] | Paper Segment [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and Impairment			1.0
Spotswood Mill [Member] | Paper Segment [Member]
Restructuring Cost and Reserve [Line Items]
Impairment of Long-Lived Assets to be Disposed of				$ 16.9

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Debt

6 Months Ended

Jun. 30, 2013

Debt Disclosure [Abstract]

Debt

Debt

Total debt is summarized in the following table ($ in millions):

	June 30, 2013			December 31, 2012
Revolving Credit Agreement	$	147.6		$	139.1
French Employee Profit Sharing	16.0			14.7
Bank Overdrafts	0.7			2.0
Other	0.2			0.2
Total Debt	164.5			156.0
Less: Current debt	(3.3		)	(4.2		)
Long-Term Debt	$	161.2		$	151.8

Credit Agreement

In May 2011, the Company entered into an unsecured revolving credit facility, or Credit Agreement. The five-year revolving Credit Agreement provides for borrowing capacity of approximately $225 million with an option to increase borrowing capacity by $100 million and includes a $100 million equivalent sub-limit available in euro, of which €25 million was drawn at June 30, 2013, and a $25 million equivalent sub-limit available in Philippine pesos. The Credit Agreement contains representations and warranties which are customary for facilities of this type and covenants and provisions that, among other things, require the Company to maintain (a) a maximum net debt to EBITDA ratio of 3.00 and (b) minimum interest coverage of 3.50. The Company was in compliance with its financial covenants at June 30, 2013.

Under the Credit Agreement, interest rates are based on the London Interbank Offered Rate plus an applicable margin that varies from 1.25% to 2.00% depending on the Net Debt to EBITDA Ratio, as defined in the Credit Agreement.  The Company will incur commitment fees at an annual rate of 0.20% to 0.30% of the applicable margin on the committed amounts not drawn, depending on the Net Debt to EBITDA Ratio. As of June 30, 2013, the applicable interest rate on Credit Agreement borrowings was 1.50% on US Dollar borrowings and 1.38% on euro borrowings.

Fair Value of Debt

At June 30, 2013 and December 31, 2012, the estimated fair values of the Company’s current and long-term debt approximated the respective carrying amounts since the interest rates were variable and based on current market indices.

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Net Income Per Share

6 Months Ended

Jun. 30, 2013

Net Income Per Share [Abstract]

Earnings Per Share [Text Block]

Net Income Per Share

The Company uses the two-class method to calculate earnings per share. The Company has granted restricted stock that contains nonforfeitable rights to dividends on unvested shares. Since these unvested shares are considered participating securities under the two-class method, the Company allocates earnings per share to common stock and participating securities according to dividends declared and participation rights in undistributed earnings.

Diluted net income per common share is computed based on net income divided by the weighted average number of common and potential common shares outstanding. Potential common shares during the respective periods are those related to dilutive stock-based compensation, including long-term share-based incentive compensation, stock options outstanding, and directors’ accumulated deferred stock compensation which may be received by the directors in the form of stock or cash. A reconciliation of the average number of common and potential common shares outstanding used in the calculations of basic and diluted net income per share follows ($ in millions, shares in thousands):

	Three Months Ended						Six Months Ended
	June 30, 2013			June 30, 2012			June 30, 2013			June 30, 2012
Numerator (basic and diluted):
Net income	$	26.6		$	21.0		$	56.7		$	35.6
Less: Dividends paid to participating securities	—			(0.1		)	(0.1		)	(0.1		)
Less: Undistributed earnings available to participating securities	(0.2		)	(0.2		)	(0.4		)	(0.4		)
Undistributed and distributed earnings available to common stockholders	$	26.4		$	20.7		$	56.2		$	35.1
Denominator:
Average number of common shares outstanding	31,097.3			30,890.2			31,021.9			31,318.6
Effect of dilutive stock-based compensation	162.2			355.8			162.7			333.0
Average number of common and potential common shares outstanding	31,259.5			31,246.0			31,184.6			31,651.6

There were no anti-dilutive stock options during the three and six month periods ended June 30, 2013 or 2012.

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Consolidated Statements of Changes in Shareholders' Equity (Parentheticals) (USD $)	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
Dividends declared	$ 0.60	$ 0.150

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Commitments and Contingencies (Details) (Unfavorable Regulatory Action [Member], USD $) In Millions, unless otherwise specified	Jun. 30, 2013
Unfavorable Regulatory Action [Member]
Loss Contingencies [Line Items]
Number of assessments from the tax authorities regarding ICMS taxes	2
Number of tax assessments related to periods that predated acquisition and are covered by indemnification	1
Loss Contingency, Range of Possible Loss, Maximum	$ 43
Portion covered by indemnification	$ 20

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Segment Information (Tables)

6 Months Ended

Jun. 30, 2013

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segments

($ in millions)	Net Sales
	Three Months Ended								Six Months Ended
	June 30, 2013				June 30, 2012				June 30, 2013				June 30, 2012
Paper	$	137.8	70.1	%	$	136.0	70.5	%	$	276.7	70.8	%	$	271.1	69.9	%
Reconstituted Tobacco	58.7		29.9		56.9		29.5		114.3		29.2		116.8		30.1
Total Consolidated	$	196.5	100.0	%	$	192.9	100.0	%	$	391.0	100.0	%	$	387.9	100.0	%

($ in millions)	Operating Profit
	Three Months Ended										Six Months Ended
	June 30, 2013					June 30, 2012					June 30, 2013					June 30, 2012
Paper	$	26.0		61.8	%	$	22.9		60.9	%	$	51.3		61.2	%	$	28.0		44.6	%
Reconstituted Tobacco	22.1			52.5		20.1			53.5		43.5			51.9		44.8			71.3
Unallocated	(6.0		)	(14.3	)	(5.4		)	(14.4	)	(11.0		)	(13.1	)	(10.0		)	(15.9	)
Total Consolidated	$	42.1		100.0	%	$	37.6		100.0	%	$	83.8		100.0	%	$	62.8		100.0	%

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Postretirement And Other Benefits

6 Months Ended

Jun. 30, 2013

Compensation and Retirement Disclosure [Abstract]

Postretirement and Other Benefits

Postretirement and Other Benefits

The Company sponsors pension benefits in the United States, France and Canada and postretirement healthcare and life insurance, or OPEB, benefits in the United States and Canada. The Company’s Canadian pension and OPEB benefits are not material and therefore are not included in the following disclosures.

Pension and OPEB Benefits

The components of net pension and OPEB benefit costs for U.S. employees and net pension benefit costs for French employees during the three months and six months endedJune 30, 2013 and 2012 were as follows ($ in millions):

	Three Months Ended June 30,
	U.S. Pension Benefits						French Pension Benefits						U.S. OPEB Benefits
	2013			2012			2013			2012			2013			2012
Service cost	$	—		$	—		$	0.3		$	0.3		$	—		$	0.1
Interest cost	1.3			1.4			0.2			0.2			0.1			0.2
Expected return on plan assets	(1.8		)	(1.9		)	(0.1		)	(0.2		)	—			—
Amortizations and other	1.8			1.5			0.2			0.1			(0.2		)	—
Net periodic benefit cost	$	1.3		$	1.0		$	0.6		$	0.4		$	(0.1	)	$	0.3

	Six Months Ended June 30,
	U.S. Pension Benefits						French Pension Benefits						U.S. OPEB Benefits
	2013			2012			2013			2012			2013			2012
Service cost	$	—		$	—		$	0.6		$	0.5		$	—		$	0.1
Interest cost	2.6			2.8			0.4			0.5			0.1			0.3
Expected return on plan assets	(3.6		)	(3.8		)	(0.2		)	(0.3		)	—			—
Amortizations and other	3.5			3.0			0.5			0.1			(0.4		)	—
Net periodic benefit cost	$	2.5		$	2.0		$	1.3		$	0.8		$	(0.3	)	$	0.4

During the full-year 2013, the Company expects to recognize approximately $6.0 million for amortization of accumulated other comprehensive loss related to its U.S. pension and OPEB plans and approximately $0.2 million credit for its French pension plans. During the six months endedJune 30, 2013, the Company contributed $0.7 million to its U.S. pension plan.

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Restructuring Activities

6 Months Ended

Jun. 30, 2013

Restructuring and Related Activities [Abstract]

Restructuring and Impairment Activities

Restructuring Activities

The Company incurred restructuring and impairment expenses of $0.7 million and $5.3 million in the three months ended June 30, 2013 and 2012, respectively, and $2.3 million and $24.0 million in the six months ended June 30, 2013 and 2012, respectively.

In the Paper segment, restructuring and impairment expenses were $0.4 million and $2.1 million during the three months ended June 30, 2013 and 2012, respectively, and $1.5 million and $20.0 million during the six months ended June 30, 2013 and 2012, respectively. During the six months ended June 30, 2013, restructuring and impairment expenses primarily included $1.0 million related to severance and early retirement expenses in the French operations for ongoing accruals over the remaining service lives of affected employees related to previously announced actions and terminating a third-party printing agreement in Europe. For the six months ended June 30, 2012, expenses for the Paper segment were primarily related to the Company's amendment of a supply agreement with Philip Morris-USA, a subsidiary of Altria Group Inc. The amended agreement eliminated the Company's contractual commitment to stand ready to produce commercial quantities of banded cigarette paper even in the absence of firm orders. The Company considered these new terms to be a triggering event requiring evaluation of the recoverability of our Spotswood mill's banded cigarette paper production assets. Based on this analysis, which reflected management's assessment of the most likely future utilization of the mill, the Company in 2012 recorded a $16.9 million impairment charge to reduce the carrying value of these assets to their fair value.

Fair value was determined by using management's estimates of market participants' discounted future cash flows and independent appraisals of certain assets, both which are considered significant unobservable inputs, or Level 3 inputs. Management used significant judgment to develop assumptions, including forecasted sales volumes, allocation of certain overhead costs attributable to the Spotswood mill and weighted average cost of capital, based on historical and projected operational performance.

The Reconstituted Tobacco segment restructuring and impairment expenses were $0.3 million and $3.2 million for the three months ended June 30, 2013 and 2012, respectively, and $0.8 million and $3.9 million for the six months ended June 30, 2013 and 2012, respectively. During both the three and six months ended June 30, 2013, restructuring and impairment expenses primarily related to severance and early retirement expenses in the French operations for ongoing accruals over the remaining service lives of affected employees related to previously announced actions. Expenses incurred during the three and six months ended June 30, 2012, were primarily costs associated with suspending construction of the RTL facility in the Philippines and related mothballing activities.

Restructuring liabilities were classified within Accrued expenses in each of the consolidated balance sheets as of June 30, 2013 and December 31, 2012. Changes in the restructuring liabilities, substantially all of which are employee-related, during the periods ended June 30, 2013 and December 31, 2012 are summarized as follows ($ in millions):

	Six Months Ended			Year Ended
	June 30, 2013			December 31, 2012
Balance at beginning of year	$	3.4		$	7.3
Accruals for announced programs	2.3			2.6
Cash payments	(1.5		)	(6.4		)
Exchange rate impacts	(0.2		)	(0.1		)
Balance at end of period	$	4.0		$	3.4

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General (Policies)

6 Months Ended

Jun. 30, 2013

Basis of Presentation [Abstract]

Nature of Business

General

Nature of Business

Schweitzer-Mauduit International, Inc., or SWM or the Company, is a multinational diversified producer of premium specialty papers headquartered in the United States of America. The Company manufactures and sells paper and reconstituted tobacco products to the tobacco industry as well as specialized paper products for use in other applications. The Company’s tobacco-related products include cigarette, plug wrap and base tipping papers, or Cigarette Papers, used to wrap various parts of a cigarette, reconstituted tobacco leaf, or RTL, which is used as a blend with virgin tobacco in cigarettes and reconstituted tobacco wrappers and binders for machine-made cigars. These products are sold directly to the major tobacco companies or their designated converters in the Americas, Europe, Asia and elsewhere. Non-tobacco industry products are a diverse mix of products, certain of which represent commodity paper grades produced to maximize machine operations.

The Company is a manufacturer of high porosity papers, which are used in manufacturing ventilated cigarettes, banded and print banded papers for the production of lower ignition propensity, or LIP, cigarettes and the leading independent producer of RTL used in producing blended cigarettes. The Company conducts business in over 90 countries and currently operates 9 production locations worldwide, with mills in the United States, France, Brazil and Poland. The Company also has a 50% equity interest in two joint ventures in China.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements and the notes thereto have been prepared in accordance with the instructions of Form 10-Q and Rule 10-01 of Regulation S-X of the Securities and Exchange Commission, or the SEC, and do not include all of the information and disclosures required by accounting principles generally accepted in the United States of America, or U.S. GAAP. However, such information reflects all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of results for the interim periods including the results of a business reclassified as a discontinued operation which is more fully described in Note 3. Discontinued Operations.

The results of operations are not necessarily indicative of the results to be expected for the full year. The unaudited consolidated financial statements included herein should be read in conjunction with the audited consolidated financial statements and the notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012, as filed with the SEC on March 1, 2013.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and wholly-owned, majority-owned and controlled subsidiaries. The Company’s share of the net income of its 50% owned joint ventures in China are included in the consolidated statements of income as income from equity affiliates. Intercompany balances and transactions have been eliminated.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses and related disclosures of contingent assets and liabilities in the consolidated financial statements and accompanying notes. Estimates are used for, but not limited to, inventory valuation, useful lives of tangible and intangible assets, fair values, sales returns, receivables valuation, pension, postretirement and other benefits, restructuring and impairment, taxes and contingencies. Actual results could differ materially from those estimates.

Recent Accounting Pronouncements

On January 1, 2013, the Company adopted Financial Accounting Standards Board's Accounting Standards Update (ASU) 2013-02 Comprehensive Income (Topic 220): Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income. The ASU amends and clarifies disclosure requirements for reclassifications from Other Comprehensive Income. The adoption of this guidance expanded the disclosure included in Note 2. Other Comprehensive Income, but it did not have a material impact on our condensed consolidated financial statements.

Basis of Accounting, Policy [Policy Text Block]

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements and the notes thereto have been prepared in accordance with the instructions of Form 10-Q and Rule 10-01 of Regulation S-X of the Securities and Exchange Commission, or the SEC, and do not include all of the information and disclosures required by accounting principles generally accepted in the United States of America, or U.S. GAAP. However, such information reflects all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of results for the interim periods including the results of a business reclassified as a discontinued operation which is more fully described in Note 3. Discontinued Operations.

The results of operations are not necessarily indicative of the results to be expected for the full year. The unaudited consolidated financial statements included herein should be read in conjunction with the audited consolidated financial statements and the notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012, as filed with the SEC on March 1, 2013.

Consolidation, Policy [Policy Text Block]

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and wholly-owned, majority-owned and controlled subsidiaries. The Company’s share of the net income of its 50% owned joint ventures in China are included in the consolidated statements of income as income from equity affiliates. Intercompany balances and transactions have been eliminated.

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Income Taxes

6 Months Ended

Jun. 30, 2013

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

A reconciliation of income taxes computed at the U.S. federal statutory income tax rate to the provision for income taxes is as follows ($ in millions): 

	Three Months Ended										Six Months Ended
	June 30, 2013					June 30, 2012					June 30, 2013					June 30, 2012
	Amount			Percent		Amount			Percent		Amount			Percent		Amount			Percent
Tax provision at U.S. statutory rate	$	14.8		35.0	%	$	12.6		35.0	%	$	29.7		35.0	%	$	21.2		35.0	%
Tax benefits of foreign legal structure	(0.4		)	(1.0	)	(1.2		)	(3.3	)	(0.7		)	(0.8	)	(1.6		)	(2.6	)
Adjustments to valuation allowances	—			—		—			—		—			—		(0.4		)	(0.7	)
French business tax reclassified as income tax	0.5			1.1		0.6			1.7		1.1			1.3		1.3			2.1
Change in enacted foreign tax rate	—			—		0.3			0.8		—			—		0.6			1.0
Foreign income tax rate differential and other foreign taxes	(1.2		)	(2.9	)	0.5			1.4		(3.8		)	(4.5	)	0.3			0.5
Other, net	0.1			0.2		0.1			0.2		(0.1		)	(0.1	)	(0.5		)	(0.8	)
Provision for income taxes	$	13.8		32.4	%	$	12.9		35.8	%	$	26.2		30.9	%	$	20.9		34.5	%

The Company's deferred tax asset valuation allowances are primarily the result of uncertainties regarding the future realization of recorded tax benefits on tax loss carryforwards for certain entities. The Company's assumptions, judgments and estimates relative to the valuation of these net deferred tax assets take into account available positive and negative evidence of realizability, including recent financial performance, the ability to realize benefits of restructuring and other recent actions, projections of the amount and category of future taxable income and tax planning strategies. Actual future operating results and the underlying amount and category of income in future periods could differ from the Company's current assumptions, judgments and estimates.

All unrecognized tax positions would impact the Company's effective tax rate if recognized. The Company’s policy with respect to penalties and interest in connection with income tax assessments or related to unrecognized tax benefits is to classify penalties as provision for income taxes and interest as interest expense in its consolidated statement of income. There were no material income tax penalties or interest accrued during the three or six months endedJune 30, 2013 or 2012.

The Company files income tax returns in the U.S. Federal and several state jurisdictions as well as in many foreign jurisdictions. With certain exceptions, the Company is no longer subject to U.S. Federal, state and local, or foreign income tax examinations for years before 2009.

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Document and Entity Information Document (USD $) In Billions, except Share data, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Jul. 26, 2013	Jun. 29, 2012
Entity Information [Line Items]
Entity Registrant Name	SCHWEITZER MAUDUIT INTERNATIONAL INC
Entity Central Index Key	0001000623
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Jun. 30, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Common Stock, Shares Outstanding		31,392,480
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Public Float			$ 1.0

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Segment Information

6 Months Ended

Jun. 30, 2013

Segment Reporting [Abstract]

Segment Information

Segment Information

The Company's two operating product line segments are also the Company's reportable segments: Paper and Reconstituted Tobacco. The Paper segment primarily produces Cigarette Papers such as cigarette papers, including LIP papers, plug wrap papers and base tipping papers used to wrap various parts of a cigarette for sale to cigarette manufacturers. The Paper segment also includes commercial and industrial products such as lightweight printing and writing papers, battery separator paper, drinking straw wrap, filter paper and other specialized papers. These non-tobacco industry products are generally sold directly to converters and other end-users or brokers. The Reconstituted Tobacco segment produces reconstituted tobacco leaf, or RTL, and wrapper and binder products for sale to cigarette and cigar manufacturers.

Information about Net Sales and Operating Profit

The accounting policies of these segments are the same as those described in Note 2. Summary of Significant Accounting Policies in the Notes to the Consolidated Financial Statements in the Company's Annual Report on Form 10-K for the year ended December 31,2012. The Company primarily evaluates segment performance and allocates resources based on operating profit. Expense amounts not associated with segments are referred to as unallocated expenses.

($ in millions)	Net Sales
	Three Months Ended								Six Months Ended
	June 30, 2013				June 30, 2012				June 30, 2013				June 30, 2012
Paper	$	137.8	70.1	%	$	136.0	70.5	%	$	276.7	70.8	%	$	271.1	69.9	%
Reconstituted Tobacco	58.7		29.9		56.9		29.5		114.3		29.2		116.8		30.1
Total Consolidated	$	196.5	100.0	%	$	192.9	100.0	%	$	391.0	100.0	%	$	387.9	100.0	%

($ in millions)	Operating Profit
	Three Months Ended										Six Months Ended
	June 30, 2013					June 30, 2012					June 30, 2013					June 30, 2012
Paper	$	26.0		61.8	%	$	22.9		60.9	%	$	51.3		61.2	%	$	28.0		44.6	%
Reconstituted Tobacco	22.1			52.5		20.1			53.5		43.5			51.9		44.8			71.3
Unallocated	(6.0		)	(14.3	)	(5.4		)	(14.4	)	(11.0		)	(13.1	)	(10.0		)	(15.9	)
Total Consolidated	$	42.1		100.0	%	$	37.6		100.0	%	$	83.8		100.0	%	$	62.8		100.0	%