8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

December 15, 2005

(Date of earliest event report)

WEYERHAEUSER COMPANY

(Exact name of registrant as specified in charter)

Washington	1-4825	91-0470860
(State or other	(Commission	(IRS Employer
jurisdiction of	File Number)	Identification
incorporation or		Number)
organization)

Federal Way, Washington 98063-9777

(Address of principal executive offices) (zip code)

Registrant’s telephone number, including area code:
(253) 924-2345

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.05. Costs Associated with Exit or Disposal Activities
Item 9.01 Financial Statements and Exhibits
SIGNATURES
EXHIBIT 99.1
EXHIBIT 99.2

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C., 20549

ITEM 2.05. COSTS ASSOCIATED WITH EXIT OR DISPOSAL ACTIVITIES

     (a) On December 15, 2005, the Board of Directors of Weyerhaeuser Company approved the permanent closure of two paper machines, a containerboard machine, four corrugated packaging plants, two corrugated sheet feeder plants and a retail paper bag plant. The closures are intended to strengthen shareholder returns and sharpen the focus of the company’s business portfolio and are part of the company’s comprehensive strategy to focus its portfolio of businesses and facilities to position the company for long-term profitability and success.

The affected assets include:

• One of two paper machines at the Dryden pulp and paper mill in Ontario, Canada. The paper machine will be closed on April 1, 2006 due to poor market conditions and high costs associated with the machine. Closure of the Dryden machine will remove 155,000 tons of uncoated freesheet capacity. Dryden will continue producing about 332,000 tons of white paper. The closure affects approximately 80 of the mill’s 795 employees. Dryden’s bleached market pulp mill and converting sheeters will continue to operate.

• The Prince Albert pulp and paper mill in Saskatchewan, Canada. On October 4, 2005, the company announced an indefinite closure of the paper machine as a result of poor market conditions. The Prince Albert paper machine will cease production on January 2, 2006. The Prince Albert pulp mill is being offered for sale and will continue operating until spring, 2006 to minimize risk of damage caused by cold winter weather. The Prince Albert pulp and paper mill has an annual capacity of 280,000 tons of uncoated paper and 130,000 metric tons of market pulp. It employs 690 hourly and salaried employees.

• The 350,000-ton-per-year containerboard machine in Plymouth, North Carolina. On November 29, 2005 the company announced plans for an indefinite curtailment of production at the facility after concluding that the containerboard machine no longer was economically sustainable. The machine will cease production on February 13, 2006. Approximately 200 employees are affected by the closure.

• Corrugated packaging plants in Bedford Heights, Ohio; Elmira Heights, New York; Little Rock, Arkansas; and Matthews, North Carolina; Corrugated sheet feeder plants in Pulaski, Tennessee, and Waco, Texas; and a retail paper bag plant in Kansas City, Missouri. The company estimates that over 600 employees will be affected by these closures. These plants will cease operations on various dates in the first quarter and early second quarter of 2006.

     (b) The company estimates that it will record net pre-tax charges by major category in the following range:

Dollar amounts in millions	Low			High
Asset impairment	$	497		$	518
Termination benefits		24			34
Pension curtailment		(10	)		(10	)
Other closure costs		12			14
	$	523		$	556

     In October, the company recognized a pre-tax charge of $371 million as a result of the decision to indefinitely close the Prince Albert pulp and paper operations and the impairment of the Big River sawmill. The company plans to recognize a $10 million pre-tax gain for the curtailment of a pension plan that covers Prince Albert employees in December. In addition, the Company expects to recognize other pre-tax charges associated with the closure decisions disclosed above in December. As a result, the company expects to recognize total net pre-tax charges of $511 million to $542 million in the fourth quarter of 2005 related to the events disclosed above.

     (c) The total estimated range of net pre-tax charges in connection with the closure decisions disclosed above is $523 million to $556 million. The following table presents the estimated pre-tax charges by facility:

Dollar amounts in millions	Low		High
Fourth quarter 2005:
Dryden paper machine	$	35	$	40
Prince Albert pulp and paper mill		336		342
Big River sawmill		25		25
Plymouth containerboard machine		93		110
Packaging, sheet feeder and bag plants		22		25
Total fourth quarter 2005		511		542
Future:
Plymouth containerboard machine		2		2
Packaging, sheet feeder and bag plants		10		12
Total future		12		14
	$	523	$	556

     Detail by facility is as follows:

• The company estimates that it will record a pre-tax asset impairment charge related to the closure of the Dryden paper machine in the range of approximately $33 million to $37 million and a pre-tax charge for termination benefits and pension costs of approximately $2 million to $3 million.

• As disclosed in Form 8-K dated October 17, 2005, the company initially estimated the charge required for the Prince Albert pulp and paper mill and the Big River sawmill to be in the range of approximately $375 million to $400 million pre-tax, including termination benefits and costs for pension plan settlement. As indicated in the table above, the current estimate of the charge required for the Prince Albert pulp and paper mill and the Big River sawmill to be in the range of $361 million to $367 million pre-tax. The estimated pre-tax charge is comprised of the following:

• $362 million of asset impairments

• $9 million to $15 million for termination benefits

• $10 million gain for curtailment of pension benefits

The company has determined that its decision to permanently close the paper operations at the Prince Albert pulp and paper mill will not result in additional charges. Additional charges may be required in the future if, for example, the efforts to sell the Prince Albert

	pulp operations are unsuccessful, or if the Prince Albert pulp operations are sold for less than estimated.
•	The company estimates that it will record a pre-tax charge for asset impairments, in the range of $89 million to $104 million and a pre-tax charge for termination benefits in the range of $4 million to $6 million in fourth quarter of 2005 relating to the closure of a containerboard machine in Plymouth. The company also estimates it will incur additional future pre-tax costs of approximately $2 million for equipment relocation and other related activities.
•	The company estimates that it will record a pre-tax charge for asset impairments in the range of $13 million to $15 million and a pre-tax charge for termination benefits in the range of $9 million to $10 million in the fourth quarter of 2005 related to the closure of the four corrugated packaging plants, two corrugated sheet feeder plants and the retail paper bag plant. The company also estimates that it will incur additional future pre-tax costs of $10 million to $12 million for employee outplacement, equipment and employee relocation, demolition and other related activities.

     (d) The company estimates that cash expenditures relating to the closures will be in the following range:

Dollar amounts in millions	Low		High
Dryden paper machine	$	2	$	3
Prince Albert pulp and paper mill		9		15
Plymouth containerboard machine		6		8
Packaging, sheet feeder and bag plants		19		22
	$	36	$	48

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

The following items are filed as exhibits to this report:

99.1	Weyerhaeuser Company press release announcing the permanent closure of a Dryden paper machine and the Prince Albert paper operations.
99.2	Weyerhaeuser Company press release announcing the permanent closure of the Plymouth containerboard machine and certain packaging and bag plants.

SIGNATURES

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

	WEYERHAEUSER COMPANY
	By /s/ Steven J. Hillyard
	Its: Vice President and
December 15, 2005	Chief Accounting Officer Date:

EX-99.1

Exhibit 99.1

News Release

	For more information contact:
For immediate release Dec. 15, 2005	Media — Bruce Amundson (253) 924-3047 Analysts — Kathryn McAuley (253) 924-2058

Weyerhaeuser Permanently Closes Paper Machines

FEDERAL WAY, Wash. — To strengthen shareholder returns and sharpen the focus of its business portfolio, Weyerhaeuser Company (NYSE: WY) today announced the permanent closures of two paper machines.

Weyerhaeuser said this will result in a pre-tax charge of $380-385 million in the fourth quarter.

“We recognize that this news and its timing are hard on our people, but market conditions leave us no choice as we make urgent changes to improve the competitiveness and lagging financial performance of this business,” said Steven R. Rogel, chairman, president and chief executive officer. “We are in the process of implementing a comprehensive strategy to focus our portfolio of businesses and facilities to improve returns to shareholders and position Weyerhaeuser for long-term profitability and success. As a result of our ongoing strategic review, we anticipate future changes.”

Today’s announcement includes the permanent closure of:

• One of two paper machines at the Dryden Pulp and Paper mill in Ontario on April 1, 2006 due to poor market conditions and high costs associated with the machine. Closure of the D1 machine will remove 155,000 tons of uncoated freesheet capacity. Dryden will continue producing about 332,000 tons of white paper. The closure affects approximately 80 of the mill’s 795 employees. Dryden’s bleached market pulp mill and converting sheeters will continue to operate.

• The Prince Albert pulp and paper mill in Saskatchewan, announced in October as an indefinite closure. The paper mill will cease production at year end. The pulp mill, which is being offered for sale, will continue operating until spring to minimize risk of damage caused by cold winter weather. The Prince Albert facility has an annual capacity of 280,000 tons of uncoated paper and 130,000 metric tons of market pulp. It employs 690 hourly and salaried employees.

In response to fundamental market challenges, Weyerhaeuser has recently announced the closure of a specialty pulp mill and sawmill in Washington, the converting operations of a box plant in California, a plywood mill in Oklahoma, and the divestiture of its composite panels businesses.

(more)

Weyerhaeuser Permantently Closes Paper Machines
Page 2

Weyerhaeuser Company (NYSE: WY), one of the world’s largest integrated forest products companies, was incorporated in 1900. In 2004, sales were $22.7 billion. It has offices or operations in 19 countries, with customers worldwide. Weyerhaeuser is principally engaged in the growing and harvesting of timber; the manufacture, distribution and sale of forest products; and real estate construction, development and related activities. Additional information about Weyerhaeuser’s businesses, products and practices is available at http://www.weyerhaeuser.com.

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EX-99.2

Exhibit 99.2

News Release

	For more information contact:
For immediate release Dec. 16, 2005	Media — Bruce Amundson (253) 924-3047 Analysts — Kathryn McAuley (253) 924-2058

Weyerhaeuser Announces Containerboard Machine,
Packaging and Bag Plant Closures

FEDERAL WAY, Wash. — To strengthen shareholder returns and sharpen the focus of its business portfolio, Weyerhaeuser Company (NYSE: WY) today announced a number of sales and closures in its containerboard, packaging and paper bag businesses.

The company said this will result in a fourth-quarter pre-tax charge of $115-135 million,.

“We recognize that this news and its timing are hard on our people, but it is essential to make these changes to improve the competitiveness and lagging financial performance of these businesses,” said Steven R. Rogel, chairman, president and chief executive officer. “We are in the process of implementing a comprehensive strategy to refine our portfolio of businesses and facilities to improve returns to shareholders and position Weyerhaeuser for long term profitability and success. As a result of our ongoing strategic review, we anticipate future changes.”

Today’s announcement confirms the permanent closure of the 350,000-ton-per-year containerboard machine in Plymouth, N.C. On Nov. 29, Weyerhaeuser announced plans for an indefinite curtailment of production at the facility after concluding that the containerboard machine no longer is economically sustainable. Approximately 200 employees are affected by the decision.

The following packaging facilities will be closed during the next few months:

• Corrugated packaging plants in Bedford Heights, Ohio; Elmira Heights, N.Y.; Little Rock, Ark.; and Matthews, N.C.

• Corrugated sheet feeder plants in Pulaski, Tenn., and Waco, Texas.

• Retail paper bag plant in Kansas City, Mo.

Additionally, the company is offering for sale three corrugated sheet plants in Little Rock, Ark.; Memphis, Tenn.; and Shreveport, La.; and a specialty packaging plant in Valley View, Ohio.

“These actions support our strategy of matching supply to demand and serving customers from our most efficient, cost-effective facilities,” Rogel said.

(more)

Weyerhaeuser Announces Packaging and Bag Plant Restructure Page 2

Weyerhaeuser will support those affected with transition benefits, and is meeting with the employees or their union representatives, as appropriate, to discuss the effects of the decisions.

In response to fundamental market challenges, Weyerhaeuser has recently announced the indefinite closure of a pulp and paper facility in Saskatchewan, a paper machine in Ontario, a market pulp mill and sawmill in Washington, the converting operations of a box plant in California, a plywood mill in Oklahoma, and the divestiture of its composite panels businesses.

Weyerhaeuser Company (NYSE: WY), one of the world’s largest integrated forest products companies, was incorporated in 1900. In 2004, sales were $22.7 billion. It has offices or operations in 19 countries, with customers worldwide. Weyerhaeuser is principally engaged in the growing and harvesting of timber; the manufacture, distribution and sale of forest products; and real estate construction, development and related activities. Additional information about Weyerhaeuser’s businesses, products and practices is available at http://www.weyerhaeuser.com.

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