Exhibit 10(3)
                                 AMENDMENT TO
                             THE MEAD CORPORATION
                    THE CORPORATE LONG TERM INCENTIVE PLAN
                                     2002

     WHEREAS, The Mead Corporation maintains The Mead Corporation The Corporate
Long Term Incentive Plan 2002 (the "Plan") and amendment of the Plan is now
deemed to be desirable;

     NOW, THEREFORE, the Plan be, and it hereby is, amended as follows:

1.   Effective August 24, 2001, the last sentence of the first paragraph of
Attachment 1 to the Plan is deleted.

2.   Effective August 28, 2001, the following new second paragraph shall be
inserted after the first paragraph of Attachment 1 to the Plan:

     "The Corporation having entered into an Agreement and Plan of Merger dated
     as of August 28, 2001, with MW Holding Corporation, Michael Merger Sub,
     Westvaco Corporation, and William Merger Sub (the "Merger Agreement"), any
     Change in Control which would otherwise occur in accordance with the
     provisions of this Attachment 1 upon any approval by the shareholders of
     the Corporation of the Merger Agreement shall, for all purposes of the
     first paragraph of this Attachment 1 be deemed to occur instead at the
     Effective Time (as defined in the Merger Agreement).  Further, any pro-rata
     award for the Change-in-Control Performance Period which, pursuant to
     clause (iii) of such first paragraph, thereby becomes payable immediately
     after the Effective Time shall be based on the level of actual achievement
     of the payout factors calculated by the funding formula through the
     Effective Time and not on any participant's individual incentive target."

     EXECUTED at Dayton, Ohio this 7th day of November, 2001.

                                        THE MEAD CORPORATION



                                        By: /s/ A. ROBERT ROSENBERGER
                                        -----------------------------
                                           Its: Vice President (Human Resources)

ATTEST:


/s/ DAVID L. SANTEZ
-------------------
Assistant Secretary