Exhibit 5.1



                          Opinion of Claire S. Grace




July 31, 2001


Weyerhaeuser Company
Federal Way WA 98477

Dear Sirs and Mesdames:

     I am Assistant General Counsel of Weyerhaeuser Company, a Washington
     corporation (the "Company") and in such capacity, I have examined the
     Registration Statement on Form S-3 (the "Registration Statement") to be
     filed by the Company with the Securities and Exchange Commission in
     connection with the registration under Rule 462(b) of the Securities Act of
     1933, as amended (the "1933 Act"), of $140,000,000 aggregate offering price
     of debt securities (the "Debt Securities") and preferred shares or
     preference shares (the "Shares") (collectively, the "Securities") of the
     same classes as were registered under the Company's Registration Statement
     on Form S-3 (Registration No, 333-36753), declared effective October 3,
     1997, for an offering to be made on a continuous or delayed basis pursuant
     to the provisions of Rule 415 promulgated under the 1933 Act. I have
     examined the Indenture dated as of April 1, 1986, as supplemented by the
     First Supplemental Indenture, dated as of February 15, 1991 and the Second
     Supplemental Indenture dated as of February 1, 1993 (the "Indenture")
     between the Company and The Chase Manhattan Bank (formerly known as
     Chemical Bank), as Trustee, under which the Debt Securities are to be
     issued. I am familiar with the proceedings heretofore taken and with the
     additional proceedings proposed to be taken by the Company in connection
     with the authorization, registration, issuance and sale of the Debt
     Securities and the Shares.

     Based upon the foregoing, I am of the opinion that:

(a)  upon compliance with the terms and conditions of the Indenture with respect
     to the creation, authentication and delivery of the Debt Securities, the
     due execution by the Company and authentication and delivery by the Trustee
     under the Indenture of the Debt Securities, and the sale of the Debt
     Securities by the Company as contemplated in the Registration Statement
     (after effectiveness) and in accordance with corporate authorizations, the
     Debt Securities will constitute in the hands of holders thereof valid and
     binding obligations of the Company; and

(b)  upon the issuance, delivery and payment for the Shares as contemplated in
     the Registration Statement (after it is declared effective), the Shares
     will be duly and validly issued, fully paid and nonassessable.

     I consent to the use of this opinion as an exhibit to the Registration
     Statement and to the reference to me under the heading "Legal Opinions" in
     the Prospectus.


Very truly yours,



Claire S. Grace
Assistant General Counsel