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                      SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C. 20549

                             --------------------

                                  SCHEDULE TO

                              (Amendment No. 17)

           TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1)
                    OF THE SECURITIES EXCHANGE ACT OF 1934


                          WILLAMETTE INDUSTRIES, INC.
                      (Name of Subject Company (Issuer))

                            COMPANY HOLDINGS, INC.
                             WEYERHAEUSER COMPANY

                     (Names of Filing Persons -- Offerors)

                    COMMON STOCK, PAR VALUE $0.50 PER SHARE
                        (Title of Class of Securities)

                                   969133107
                     (CUSIP Number of Class of Securities)

                             Robert A. Dowdy, Esq.
                             Weyerhaeuser Company
                         Federal Way, Washington 98063
                           Telephone: (253) 924-2345

      (Name, Address and Telephone Number of Person Authorized to Receive
            Notices and Communications on Behalf of Filing Persons)

                                   Copy to:

                              Richard Hall, Esq.
                            Cravath, Swaine & Moore
                               825 Eighth Avenue
                           New York, New York 10019

                           Telephone: (212) 474-1000

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                                  SCHEDULE TO

     This Statement amends and supplements the Tender Offer Statement on
Schedule TO filed with the Securities and Exchange Commission on November
29, 2000 (as previously amended, the "Schedule TO"), relating to the offer
by Company Holdings, Inc., a Washington corporation (the "Purchaser") and a
wholly owned subsidiary of Weyerhaeuser Company, a Washington corporation
("Weyerhaeuser" or "Parent"), to purchase (1) all outstanding shares
("Shares") of common stock, par value $0.50 per share, of Willamette
Industries, Inc., an Oregon corporation ("Willamette" or the "Company"),
and (2) unless and until validly redeemed by the Board of Directors of the
Company, the related rights to purchase shares of Series B Junior
Participating Preferred Stock, $0.50 par value per share, of the Company
(the "Rights") issued pursuant to the Rights Agreement, dated as of
February 25, 2000 by and between the Company and ChaseMellon Shareholder
Services L.L.C., as Rights Agent, at a price of $48.00 per Share, net to
the seller in cash, without interest, upon the terms and subject to the
conditions set forth in the Offer to Purchase (the "Offer to Purchase"),
dated November 29, 2000, and in the related Letter of Transmittal (which,
together with any supplements or amendments, collectively constitute the
"Offer"). Unless the context otherwise requires, all references to the
Shares shall be deemed to include the associated Rights, and all references
to the Rights shall be deemed to include the benefits that may inure to
holders of Rights pursuant to the Rights Agreement.

     Capitalized terms used herein and not defined herein have the respective
meanings assigned such terms in the Offer to Purchase and the Schedule TO.

Item 6.   Purposes of the Transaction and Plans or
          Proposals.

     On February 9, 2001, Weyerhaeuser and the Purchaser filed a definitive
proxy statement (the "Definitive 2001 Annual Meeting Proxy Statement") with
the Commission in connection with the solicitation of proxies from the
shareholders of Willamette with respect to Willamette's 2001 annual
meeting of shareholders. The Definitive 2001 Annual Meeting Proxy Statement is
filed herewith as Exhibit (a)(5)(M).

Item 12.  Exhibits.

(a)(5)(M) Definitive Proxy Statement in respect of
          Willamette Industries, Inc. filed by Weyerhaeuser
          Company and Company Holdings, Inc. on February 9,
          2001.

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                                  SIGNATURES

     After due inquiry and to the best of their knowledge and belief, the
undersigned hereby certify that the information set forth in this statement is
true, complete and correct.

                                        COMPANY HOLDINGS, INC.,

                                           by

                                                 /s/ STEVEN R. ROGEL
                                               --------------------------------
                                               Name:  Steven R. Rogel
                                               Title: President

                                        WEYERHAEUSER COMPANY,

                                           by

                                                 /s/ STEVEN R. ROGEL
                                               --------------------------------
                                               Name:  Steven R. Rogel
                                               Title: President and Chief
                                                      Executive Officer

           Dated: February 9, 2001



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                                 EXHIBIT INDEX

Exhibit No.  Description

(a)(5)(M)    Definitive Proxy Statement in respect of Willamette Industries,
             Inc. filed by Weyerhaeuser Company and Company Holdings, Inc.
             on February 9, 2001 (incorporated by reference to the
             Definitive Proxy Statement in respect of Willamette Industries,
             Inc. filed by Weyerhaeuser Company and Company Holdings, Inc.
             on February 9, 2001).