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                                                                   Exhibit 10.16

[ARJO WIGGINS APPLETON LOGO]

PERSONAL

February 12, 2001

Mr. Doug Buth
Appleton Papers Inc.
825 East Wisconsin Avenue
Appleton, WI 54912

Dear Doug:

I am writing to confirm the arrangements that we have agreed will apply in
respect of you and the other individuals, (you and they together the "Named
Individuals"), listed on Appendix A to this letter in the event that we complete
(i.e. we effect and receive payment for ("Completion")) the sale, or transfer,
outside the Worms/AWA group of a controlling stake in Appleton Papers Inc ("a
Transaction") to either a third party ("a Third Party Transaction") or to an
ESOP ("an ESOP Transaction"), and provided also that the other terms and
conditions in this letter are agreed to and fulfilled.

The arrangements that will apply are as follows:

         1.       NO SALARY REVIEW COMPENSATION

                  There will be no extraordinary salary reviews, or adjustments
                  to salary, in respect of the Named Individuals until 31 March
                  2001 or the earlier Completion of a Transaction (any salary
                  review payable from Completion being a matter for the new
                  controllers of Appleton Papers). Your normal salary review and
                  any adjustment agreed to by the Remuneration Committee will be
                  made effective as of January 1, 2001, and normal salary
                  reviews (to be discussed with and approved by AWA) for the
                  other Named Individuals will be made in January 2001 to be
                  effective April 2001. In recognition of this, provided a
                  Transaction is completed in 2001, you will be provided with a
                  pool of US$50,000.00 for you to distribute amongst the Named
                  Individuals, other than yourself, at your discretion, subject
                  of course to deduction of applicable taxes and other charges.

         2.       VALUE RELATED COMPLETION BONUSES

         2.1      A project completion bonus pool will be established the size
                  of which will be directly related to the Value Achieved for a
                  Transaction.

         2.2      Attached to this letter, as Appendix B, is a table showing the
                  size of the pool according to the particular `Value Achieved'
                  for a Transaction. You will be entitled to a 40% share of the
                  pool and will have the discretion to distribute the remaining
                  60% of the pool among other Appleton Papers' employees who
                  supported the Transaction.

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Mr. Doug Buth
February 12, 2001
Page 2


         2.3      These bonuses will only be payable in respect of a Transaction
                  completed in 2001.

         2.4      If the Value Achieved falls between any of the points shown in
                  the attached table, the size of the bonus pool will be
                  increased from what it would be for the value point closest
                  to, but not greater than, the actual Value Achieved by adding
                  a pro rata proportion of what would have been the increase in
                  the size of the pool had the next highest value point been
                  achieved.

         2.5      For the purposes of this letter, `Value Achieved' means the
                  enterprise value (that is the total equity plus total
                  indebtedness (other than trade payables)) to be put into the
                  vehicle effectively acquiring the Appleton Papers business as
                  agreed with the purchaser. This will be calculated on the same
                  basis and amount upon which our merchant bank (Goldman Sachs
                  International) would be entitled to be paid a `success fee' in
                  respect of the Transaction (assuming for this purpose that
                  their engagement extended to advising on the Transaction
                  concerned). For example, Value Achieved for the Transaction as
                  currently described in the letter of intent between AWA and
                  Paperweight Development Corp. dated February 12, 2001 ("Feb.
                  12 Letter of Intent"), will be $843,000,000.

         3.       LOYALTY PAYMENTS

         3.1      AWA will, at Completion of a Transaction, provided the
                  conditions referred to in 3.2 below are complied with, arrange
                  for the Named Individuals to receive a Loyalty Payment as
                  detailed in Appendix C to this letter in recognition of their
                  past service to the AWA Group and in full and final
                  substitution for and discharge of any employment termination
                  protection agreements or rights that they may have and any
                  claims that they may have arising directly or indirectly as a
                  result of a Transaction or the termination of their employment
                  (other than (i) claims under new terms of employment applying
                  after Completion and negotiated with or approved by the new
                  controllers of Appleton Papers in the context of the
                  Transaction and (ii) valid claims for payment of already
                  accrued deferred compensation or qualified or non-qualified
                  retirement benefits that are already being fully provided for
                  in Appleton Papers' accounts and that may be triggered by
                  Completion).

         3.2      The Loyalty Payments referred to in 3.1 are only payable if a
                  Transaction is completed in 2001.

         3.3      In addition, if the Transaction is an ESOP Transaction, the
                  Loyalty Payments will only be payable if the Value Achieved in
                  that Transaction exceeds $759.403 m (i.e. $755m plus the total
                  amount of the Loyalty Payments set out in Appendix C)

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Mr. Doug Buth
February 12, 2001
Page 3


                  AND each Named Individual entitled to a Loyalty Payment agrees
                  that 30% of the Loyalty Payment will be deferred to a
                  non-qualified deferred compensation plan which will provide
                  for earnings on the deferred amounts at a rate equivalent to
                  the increase in value of interests in the ESOP and that the
                  deferred compensation, with those earnings, will be paid to
                  participants in the plan, at their election, between 5 and 10
                  years following the closing of the Transaction. If the Value
                  Achieved in the said Transaction is more than $755m but less
                  than $759.403m, the amount of the Loyalty Payments will be
                  reduced from the amounts shown in Appendix C by the same
                  proportion by which the excess Value Achieved over $755m is
                  less than $4.403m, but otherwise the other conditions for
                  payment shall apply as stated in the foregoing.

         4.       GENERAL

         4.1      The agreement to make or arrange the making of the payments
                  referred to in 1 to 3 above is also conditional upon the
                  following:

                  (a)      In the negotiation of revised contracts of employment
                           with the new owners of API, all the Named Individuals
                           agree that existing termination protection
                           arrangements or rights for them no longer apply and
                           that they will make themselves available to the new
                           owners of API, if requested, but not unreasonably so,
                           for periods as detailed in Appendix C.

                  (b)      In addition, both you and Paul Karch have agreed to
                           make yourselves available to assist AWA in the
                           management of its Fox River liabilities for the
                           period of two years from Completion irrespective of
                           your employment with API or its successor companies.

                  (c)      We receive by 23rd February 2001 from each Named
                           Individual confirmation in a form reasonably
                           acceptable to us of their agreement to these
                           arrangements;

                  (d)      There being, apart from the Named Individuals, no
                           other employees or officers of Appleton Papers or any
                           of the other entities to be included in the
                           Transaction who have or may claim to have rights to
                           receive payments by virtue of the Transaction and
                           none of the Named Individuals having or claiming to
                           have any rights to receive payments or other
                           compensation by virtue of the Transaction (other than
                           already accrued deferred compensation or qualified or
                           non-qualified retirement payments already being fully
                           provided for in Appleton Papers' accounts) except for
                           the payments specifically agreed to be made in this
                           letter.

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Mr. Doug Buth
February 12, 2001
Page 4


                  (e)      None of these payments are to be treated as
                           pensionable compensation for the purpose of any
                           retirement benefit plan and each Named Individual
                           shall enter into such agreements, and you will
                           procure the taking by API of such action, as may be
                           reasonably requested by us to ensure that this shall
                           be the case.

         4.2      The obligations created under this letter will be recorded as
                  obligations of API immediately prior to the closing of the
                  Transaction. AWA will ensure that Payments arising as a
                  consequence of these arrangements will be made at or within
                  two business days after Completion of the Transaction by
                  reference to which they are payable and will be subject to
                  deduction of income, payroll and other taxes.

         4.3      These arrangements supersede and replace any arrangements
                  regarding bonuses or other rewards payable to you or an),
                  other Named Individuals in respect of the proposed transaction
                  or its completion (including Ken Minton's letter to you of
                  26th July 2000 concerning an Incentive Fund).

         We look forward to working with you in the finalisation of this step in
         the company's development. Please signify your agreement on behalf of
         you and company Appleton Papers and your confirmation that you expect
         agreement by the other Named Individuals, by returning, signed, a copy
         of this letter.

Yours sincerely,                                  Agreed

/s/ James Morley                                  /s/ Doug Buth

James Morley                                      Doug Buth
------------                                      Date:  February 12, 2001
For and on behalf of
--------------------
Ario Wiggins Appleton p.l.c.

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Mr. Doug Buth
February 12, 2001
Page 5


                                   Appendix A
                                Named Individuals

                                  George Bureau
                                    Doug Buth
                                   Tom Cashman
                                   John Depies
                                   Todd Downey
                                  Rick Fantini
                                   Paul Karch
                                Richard Lichtfus
                                   Dale Parker
                                   Steve Sakai
                                 John Showalter
                                   John Tucker
                                  Jerry Wallace
                                   Ann Whalen

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Mr. Doug Buth
February 12, 2001
Page 6


Appendix B
Value of Bonus Pool



            ---------------------------------------------------------------
                   Transaction Value                Pool Size
                      US$ millions                 S$ millions

            ---------------------------------------------------------------
                          1200                        10.00
            ---------------------------------------------------------------
                          1150                         8.66
            ---------------------------------------------------------------
                          1100                         7.66
            ---------------------------------------------------------------
                          1050                         6.66
            ---------------------------------------------------------------
                          1000                         5.66
            ---------------------------------------------------------------
                          950                          4.66
            ---------------------------------------------------------------
                          900                          3.83
            ---------------------------------------------------------------
                          850                          3.00
            ---------------------------------------------------------------
                          800                          2.33
            ---------------------------------------------------------------
                          750                          1.66
            ---------------------------------------------------------------
                          740                          1.55
            ---------------------------------------------------------------
                          730                          1.20
            ---------------------------------------------------------------
                          720                          0.80
            ---------------------------------------------------------------
                          710                          0.50
            ---------------------------------------------------------------
                          700                          0.00
            ---------------------------------------------------------------


      Note:  At a Transaction Value of $843 million, the Pool Size will be
             $2.9062 million.

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Mr. Doug Buth
February 12, 2001
Page 7


Appendix C


                                      Loyalty                Availability
                                      Payment               Period to new
                                      US$ '000                 owners

         Doug Buth                       780                    24 mths
         George Bureau                   250                    12 mths
         Tom Cashman                     227                    12 mths
         John Depies                     250                    12 mths
         Todd Downey                     212                    12 mths
         Rick Fantini                    250                    12 mths
         Paul Karch                      306                    18 mths
         Richard Lichtfus                300                    12 mths
         Dale Parker                     368                    18 mths
         Steve Sakai                     319                    18 mths
         John Showalter                  227                    12 mths
         John Tucker                     250                    12 mths
         Jerry Wallace                   414                    18 mths
         Ann Whalen                      250                    12 mths

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

                                  -------------------
         TOTAL                          4403
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