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13 May 2002, NEWS ADVISORY
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POTLATCH:  Etxtravagant dividends bleed company of assets

Investor calls for report, including Weyerhaeuser family's role

John Osborn  [RR&CC  /  Sierra Club] josbornmd@yahoo.com 509.939-1290
Bart Naylor  [
Green CAP] bartnaylor@aol.com  703.786-7286
 

SPOKANE__On Wednesday, May 15, investors of Potlatch Corp. will decide whether to prepare a report on the company's dividend policy.  Paying high dividends at a time of historic losses is at the center of the debate over Weyerhaeuser family influence at Potlatch, one of the Inland Northwest's most powerful and influential corporations.

"The resolution seeks a thorough analysis of dividend policy, past and future," said John Osborn, a conservationist and Potlatch investor who is proposing the resolution.  "Management has been paying out high dividends even while the company has been suffering some of the worst losses in its 100-year history, closing plants, and taking out new loans."

This proposal for the dividend report is unanimously opposed by the Board of Directors, that also includes members of the Weyerhaeuser family. The dividend report, if approved by investors, would address the substantial ownership of Potlatch shares by members of the extended Weyerhaeuser family.

The Weyerhaeuser family has been prominent in the timber industry for nearly 150 years. Frederick Weyerhaeuser started Potlatch in 1903 at the Idaho town that still bears the company's name.  The company is now based in Spokane and has holdings in the Northwest, Minnesota, and Arkansas.

"Most great companies begin with families," said Bart Naylor, director of Green CAP.  "But when they access the capital markets, family ties are supposed to be subordinated. Corporations funded by public investor monies should be operated for public investors, not family interest."  Naylor formerly served as the Chief Investigative Officer to the Senate Banking Committee during the S&L Crisis, and investigated Keating S&L.

"Violence to the balance sheet&emdash;these extravagant dividend payments--may be one reason that some Potlatch analysts advise investors to sell this stock, a highly unusual recommendation in today's world of inflated investment opinions," added Naylor.

Potlatch is at the center of controversies, including air and water pollution at its Lewiston mill and efforts to save wild salmon runs in the Northwest.  Potlatch is a major user of water transportation on the Snake River made possible by four dams, and has been the leading corporate opponent to bypassing those dams to save the salmon from extinction.

"The benefit of reduced transportation costs and dilution of outflow from its Lewiston plant are minor even to Potlatch," noted Osborn.  "While Potlatch's economic future is drained to pay ill-afforded dividends--a sizeable portion of which go to a relatively few Weyerhaeuser family members--the Northwest watches the agonizing extinction of this symbolic emblem of America's Northwest."

Osborn is a Spokane physician and conservation chair of the Sierra Club's Northern Rockies Chapter and founder of The Lands Council.  He is one of authors of a book, "Railroads & Clearcuts" that looks at the links between the building of the West's railroads and the rise of Northwest timber companies including Potlatch.  He has been an investor with Potlatch since 1999.  His previous resolution to reform director elections at Potlatch failed in 2000, although the same resolution won overwhelming at Boise Cascade in 2000 and again this year:  38 million to 9 million.  Green CAP is a corporate accountability project of the Railroads & Clearcuts Campaign, for which Osborn serves as president.

The annual shareholders meeting will be held at Hotel Lusso (the Etruscan Room) starting at 8 a.m. on Wednesday, May 15.

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SCHEDULING & PROXY INFORMATION
 

POTLATCH

Where:  Hotel Lusso, North One Post Street, Spokane, Washington
When:  8 a.m.,  Wednesday May 15, 2002

Potlatch Proxy Statement to Shareholders

Potlatch Shareholder Resolution:  Dividends / Weyerhaeuser Family  (page 20)

RESOLVED: That Shareholders urge the board to prepare a report that explains past and current dividend policy, and alternative plans for future dividends. This report should address the substantial ownership of Potlatch shares by members of the extended Weyerhaeuser family.
 

ADDITIONAL RESOURCES AND INFORMATION:

Change Corporate America for 33 Cents:  A self-help guide to Shareholder Activism

(Appendix 3 contains cross-links)

Railroads & Clearcuts Campaign

A Photographic Essay:  Legacy of Congress's 1864 Northern Pacific Railroad Land Grant