Change of Trustee Amendment
                                       To The
           Longview Fibre Company Branch Plant Hourly Employees' 401(k) Plan


     Whereas, Longview Fibre Company (the "Company") sponsors the Longview 
Fibre Company Branch Plant Hourly Employees' 401(k) Plan (the "Plan") and the 
Plan and its related trust (the "Trust") are maintained under the Longview 
Fibre Company Branch Plant Hourly Employees' 401(k) Plan and Trust Agreement, 
as amended to date (the "Plan Document");

     Whereas, the provisions of the Plan Document relating to the Trustee 
constitute the trust agreement (the "Trust Agreement") entered into by and 
between the Company and Barclays Global Investors, National Association 
("BGI"), as Trustee of the Trust:

     Whereas, the Plan Document provides that the Company reserves the right 
to amend the Trust Agreement with the approval of the Trustee:

     Whereas, effective as of August 29, 1997, pursuant to a sale agreement 
between BGI and Merrill Lynch, Pierce, Fenner & Smith Incorporated ("Merrill 
Lynch"), (i) Merrill Lynch acquired the MasterWorks division of BGI 
("MasterWorks") and Merrill Lynch became the successor to the business 
formerly carried on by BGI through MasterWorks, and (ii) Merrill Lynch and 
BGI agreed to cooperate to obtain the consents of the MasterWorks clients of 
BGI to the substitution of Merrill Lynch's affiliated trust companies 
(including Merrill Lynch Trust Company, FSB, a federal savings bank, 
chartered under the laws of the United States ("Merrill Lynch Trust")) as 
successor trustees of their qualified retirement plans maintained through 
MasterWorks; and

     Whereas, (i) the Company, BGI and Merrill Lynch Trust wish to amend the 
Trust Agreement in order to reflect the effects of the transaction described 
in the next preceding paragraph and to facilitate the transition of 
responsibility for the custody of the Trust assets from BGI to Merrill Lynch 
Trust, (ii) BGI wishes to resign as Trustee of the Trust, (iii) the Company 
wishes to appoint Merrill Lynch Trust as successor Trustee of the Trust, and 
(iv) Merrill Lynch Trust wishes to accept its appointment as successor 
Trustee of the Trust;

     Now Therefore, the Trust Agreement is amended, effective as of January 
1, 1998 (except as otherwise specified below), as follows:

1. The "Trustee" definition of Section 1 is amended to read as follows:

"Trustee". Merrill Lynch Trust Company, FSB, a federal savings bank, 
chartered under the law of the United States.

2. The first sentence of the "Jurisdiction and Severability" Section is 
amended to read as follows:

The Plan and Trust shall be construed, regulated and administered under 
ERISA and other applicable federal laws and, where not otherwise 
preempted, by the laws of the State of New Jersey.

3. Effective as of December 31, 1997, (i) BGI hereby resigns as Trustee of 
the Trust, (ii) the Company hereby accepts such resignation and appoints 
Merrill Lynch Trust as successor Trustee of the Trust, and (iii) Merrill 
Lynch Trust hereby accepts such appointment.





4. Effective as of January 1, 1998, or as soon thereafter as is reasonably 
practicable, the Company agrees that all Plan assets that are to be 
invested in bearing deposits of the Trustee and/or money market type 
assets or funds pursuant to applicable provisions of the Plan and Trust 
shall be invested, except as otherwise directed by the Administrator and 
agreed by the Trustee, in the CMA Money Fund.  The Company hereby 
acknowledges that it has read and understood the Fund's prospectus.

5. In order to evidence their mutual agreement to the foregoing matters, the 
Company, BGI and Merrill Lynch Trust, by their respective duly authorized 
officers or representatives, have executed this Trustee Transition 
Agreement and Amendment on the dates indicated below.


Dated: December 11, 1997           Longview Fibre Company

                                        \s\ L.J. Holbrook
                                   By:  L. J. Holbrook
                                        Title:  SR VP Finance


Dated: December 17, 1997           Barclays Global Investors, 
                                     National Association

                                        \s\ James R. Sellars
                                   By:  James R. Sellars
                                        Title:  Principal

                                        \s\ Carolyn R. Herman
                                   By:  Carolyn R. Herman
                                        Title:  Managing Director


Dated: January 29, 1998            Merrill Lynch Trust Company, FSB

                                        \s\ Thomas A. Panebianco Jr.
                                   By:  Thomas A. Panebianco Jr.
                                        Title:   Vice President