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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 20-F



 ̈REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR

(g) OF THE SECURITIES EXCHANGE ACT OF 1934



OR



x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)

OF
THE SECURITIES EXCHANGE ACT OF 1934

For the year ended December 31, 2003



OR



 ̈TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934



Commission File Number: 1-15112



STORA ENSO OYJ

(Exact name of
Registrant as specified in its charter)



Stora Enso
Corporation

(Translation of Registrants name into English)



The Republic of Finland

(Jurisdiction of incorporation or organization)



Kanavaranta 1

FIN-00160 Helsinki

Finland

(Address of principal executive offices)



Securities registered or to be registered pursuant to Section 12(b) of the
Act:



|                                                                                     |  |                                          
|------------------------------------------------------------------------------------ |  | -----------------------------------------
|Title of each class:                                                                 |  | Name of each exchange on which registered
|Series R Shares, nominal value 1.70 each, represented by American Depositary Shares |  | New York Stock Exchange, Inc             



Securities registered
or to be registered pursuant to Section 12(g) of the Act: None



Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None



Number of Series R shares, nominal value 1.70 each, outstanding on December 31, 2003: 656,870,040



Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorted period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.



Yes x                        No ̈



Indicate
by check mark which financial statement item the registrant has elected to follow.



Item 17 ̈Item 18 x



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TABLE OF CONTENTS



|             |  |                                                             |  |     
|------------ |  | ----------------------------------------------------------- |  | ----
|             |  |                                                             |  | Page
|INTRODUCTION |  | iii                                                        
|             |  |                                                            
|PART I       |  |                                                             |  |     
|             |  |                                                            
|Item 1.      |  | Identity of Directors, Senior Management and Advisors       |  | 1   
|Item 2.      |  | Offer Statistics and Expected Timetable                     |  | 1   
|Item 3.      |  | Key Information                                             |  | 1   
|             |  |                                                            
|             |  | Selected Financial Data                                     |  | 1   
|             |  | Exchange Rates                                              |  | 4   
|             |  | Risk Factors                                                |  | 6   
|             |  |                                                            
|Item 4.      |  | Information on the Company                                  |  | 9   
|             |  |                                                            
|             |  | General                                                     |  | 9   
|             |  | Strategy                                                    |  | 9   
|             |  | Company History                                             |  | 10  
|             |  | Principal Shareholders                                      |  | 11  
|             |  | Corporate Structure                                         |  | 12  
|             |  | Business Summary                                            |  | 13  
|             |  | Seasonality                                                 |  | 29  
|             |  | Raw Materials                                               |  | 29  
|             |  | Marketing                                                   |  | 31  
|             |  | Intellectual Property                                       |  | 31  
|             |  | Transportation and Logistics                                |  | 31  
|             |  | Environmental Matters                                       |  | 31  
|             |  | Significant Subsidiaries                                    |  | 34  
|             |  | Property, Plants and Equipment                              |  | 34  
|             |  |                                                            
|Item 5.      |  | Operating and Financial Review and Prospects                |  | 38  
|             |  |                                                            
|             |  | General                                                     |  | 38  
|             |  | Industry Overview                                           |  | 38  
|             |  | Outlook                                                     |  | 39  
|             |  | Recent Developments                                         |  | 40  
|             |  | Currency Fluctuations                                       |  | 43  
|             |  | Critical Accounting Policies                                |  | 43  
|             |  | New Accounting Standards                                    |  | 46  
|             |  | Results of Operations                                       |  | 49  
|             |  | Liquidity and Capital Resources                             |  | 53  
|             |  | Off-Balance Sheet Arrangements                              |  | 55  
|             |  | Research and Development                                    |  | 55  
|             |  | Capital Expenditure                                         |  | 56  
|             |  | Inflation                                                   |  | 57  
|             |  |                                                            
|Item 6.      |  | Directors, Senior Management and Employees                  |  | 58  
|             |  |                                                            
|             |  | Management of Stora Enso                                    |  | 58  
|             |  | Corporate Governance                                        |  | 62  
|             |  | Compensation of Directors and Executive Management Group    |  | 64  
|             |  | Equity-Based Programs                                       |  | 65  
|             |  | Share Ownership by Directors and Executive Management Group |  | 67  
|             |  | Employment Agreements                                       |  | 67  
|             |  | Share Repurchases                                           |  | 68  
|             |  | Employees                                                   |  | 68  



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|          |  |                                                                                 |  |     
|--------- |  | ------------------------------------------------------------------------------- |  | ----
|          |  |                                                                                 |  | Page
|Item 7.   |  | Major Shareholders and Related Party Transactions                               |  | 70  
|          |  |                                                                                
|          |  | Ownership of Stora Ensos Securities by Management and Significant Shareholders |  | 70  
|          |  | Changes in Percentage of Ownership of Significant Shareholders                  |  | 70  
|          |  | Ownership of Our Securities in the United States                                |  | 71  
|          |  | Related Party Transactions                                                      |  | 71  
|          |  |                                                                                
|Item 8.   |  | Financial Information                                                           |  | 73  
|          |  |                                                                                
|          |  | Consolidated Financial Statements                                               |  | 73  
|          |  | Export Sales                                                                    |  | 73  
|          |  | Legal Proceedings                                                               |  | 73  
|          |  | Dividend Policy                                                                 |  | 74  
|          |  | Significant Changes                                                             |  | 74  
|          |  |                                                                                
|Item 9.   |  | The Offer and Listing                                                           |  | 75  
|          |  |                                                                                
|          |  | Nature of Trading Markets                                                       |  | 75  
|          |  | Trading and Settlement on the Helsinki Exchanges                                |  | 76  
|          |  | Regulation of the Finnish Securities Market                                     |  | 77  
|          |  | The Finnish Book-Entry Securities System                                        |  | 78  
|          |  |                                                                                
|Item 10.  |  | Additional Information                                                          |  | 80  
|          |  |                                                                                
|          |  | Memorandum and Articles of Association                                          |  | 80  
|          |  | Control of Foreign Ownership                                                    |  | 82  
|          |  | Exchange Controls                                                               |  | 82  
|          |  | Material Contracts                                                              |  | 82  
|          |  | Taxation                                                                        |  | 82  
|          |  | Finnish Taxation                                                                |  | 83  
|          |  | U.S. Federal Income Taxation                                                    |  | 85  
|          |  | Documents on Display                                                            |  | 88  
|          |  |                                                                                
|Item 11.  |  | Quantitative and Qualitative Disclosures about Market Risk                      |  | 88  
|          |  |                                                                                
|          |  | Operational Risk                                                                |  | 88  
|          |  | Financial Risk Management                                                       |  | 89  
|          |  | Foreign Exchange Risk                                                           |  | 90  
|          |  | Funding and Interest Rate Risk                                                  |  | 91  
|          |  | Outstanding Foreign Exchange and Interest Rate Derivatives                      |  | 91  
|          |  | Commodity Risk                                                                  |  | 91  
|          |  | Equity Price Risk                                                               |  | 92  
|          |  |                                                                                
|Item 12.  |  | Description of Securities Other than Equity Securities                          |  | 92  
|          |  |                                                                                
|PART II   |  |                                                                                 |  |     
|          |  |                                                                                
|Item 13.  |  | Defaults, Dividend Arrearages and Delinquencies                                 |  | 93  
|Item 14.  |  | Material Modifications to the Rights of Security Holders and Use of Proceeds    |  | 93  
|Item 15.  |  | Controls and Procedures                                                         |  | 93  
|Item 16.  |  | [Reserved]                                                                      |  | 93  
|Item 16A. |  | Audit Committee Financial Expert                                                |  | 93  
|Item 16B. |  | Code of Ethics                                                                  |  | 93  
|Item 16C. |  | Principal Accountant Fees and Services                                          |  | 93  
|Item 16D. |  | Exemptions from the Listing Standards for Audit Committees                      |  | 94  
|Item 16E. |  | Purchases of Equity Securities by the Issuer and Affiliated Purchasers          |  | 94  
|          |  |                                                                                
|PART III  |  |                                                                                 |  |     
|          |  |                                                                                
|Item 17.  |  | Financial Statements                                                            |  | 95  
|Item 18.  |  | Financial Statements                                                            |  | 95  
|Item 19.  |  | Exhibits                                                                        |  | 95  



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INTRODUCTION



In this annual
report, the terms Company, we, us, and our refer to Stora Enso Oyj or Stora Enso Oyj and its subsidiaries, as the context may require. As used herein, the term Finnish State refers to the
Republic of Finland.



PRESENTATION OF FINANCIAL INFORMATION



We publish our consolidated financial statements in euros.
As used in this annual report:



| |  |  | euro or  means the common currency of those member states of the European Union (EU) participating in the Economic and Monetary Union;
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | U.S. dollar or $ means the lawful currency of the United States of America;
| | - |  | -------------------------------------------------------------------------------



| |  |  | Swedish krona, Swedish kronor or SEK means the lawful currency of the Kingdom of Sweden;
| | - |  | ----------------------------------------------------------------------------------------------



| |  |  | British pound sterling or GBP means the lawful currency of the United Kingdom of Great Britain and Northern Ireland;
| | - |  | ------------------------------------------------------------------------------------------------------------------------



| |  |  | Canadian dollar means the lawful currency of Canada; and
| | - |  | ----------------------------------------------------------



| |  |  | Chinese renminbi means the lawful currency of the Peoples Republic of China.
| | - |  | -------------------------------------------------------------------------------



Our consolidated financial statements are prepared in accordance with International Financial Reporting Standards
(IFRS), including International Accounting Standards (IAS) and interpretations issued by the International Accounting Standards Board, and include the financial statements of Stora Enso Oyj and our subsidiaries.



Amounts previously reported for our consolidated net profit and
shareholders equity under IFRS differ from those amounts shown for all periods presented in this annual report. The amounts presented in this annual report have been restated under IFRS in connection with the change of our accounting treatment
for disability benefits under the Finnish statutory employment pension scheme (TEL) as a defined benefit plan. A discussion of the impact of the restatement on our consolidated net profit and shareholders equity is included in note 1 to our
consolidated financial statements beginning on page F-1 of this annual report.



A reconciliation of amounts reported under IFRS to the amounts determined under generally accepted accounting principles in the United States (U.S. GAAP) and a discussion of the principal differences
between IFRS and U.S. GAAP are set out in note 28 to our consolidated financial statements.



In this annual report, we are using operating profit excluding non-recurring items and goodwill amortization as a non-GAAP measure for the operating performance of our respective product areas. Operating
profit excluding non-recurring items and goodwill amortization for our respective product areas equals operating profit before amortization of goodwill, before gains and losses from sale of shares and fixed assets, before write-downs and before
restructuring expenses. Main non-recurring items for each of the years 2001, 2002 and 2003 are described under Item 3. Key InformationSelected Financial Data. Such non-recurring items are included in the items not reflected in
operating profit excluding non-recurring items and goodwill amortization. Management believes that, besides operating profit, operating profit excluding non-recurring items and goodwill amortization is also a measure commonly reported and widely
used by analysts, investors and other interested parties in the paper industry. Accordingly, operating profit excluding non-recurring items and goodwill amortization is presented to enhance the understanding of our historical operating performance.
Operating profit excluding non-recurring items and goodwill amortization, however, should not be considered as an alternative to IFRS or U.S. GAAP measures of operating profit as an indicator of our operating performance. Operating profit excluding
non-recurring items and goodwill amortization is not a measure of operating performance under IFRS



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or U.S. GAAP and may not be comparable to other similarly titled measures for other companies. Operating profit excluding non-recurring items and goodwill
amortization is not meant to be predictive of potential future results.



FORWARD-LOOKING STATEMENTS



This annual report
contains statements about our business that are not historical facts but, rather, are statements about future expectations, and may constitute forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of
1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended (the Exchange Act). When used in this annual report, the words anticipates, believes, expects,
intends, should and similar expressions as they relate to our Company or our management are intended to identify forward-looking statements. Forward-looking statements in this annual report are based on our managements
current views and assumptions and may be influenced by factors that could cause actual results, performance or events to be materially different from those projected. These forward-looking statements are subject to numerous risks and uncertainties.
Important factors could cause actual results, performance or events to differ materially from those in the forward-looking statements, some of which are beyond our control. These factors include those described below under Risk Factors
and in documents that we file with the Securities and Exchange Commission (the SEC) from time to time, as well as:



| |  |  | the impact of general economic conditions in Europe, North America, Asia and in other regions in which we currently do business;
| | - |  | --------------------------------------------------------------------------------------------------------------------------------



| |  |  | industry conditions, including competition and fluctuation in prices of our products and the raw materials used to make them;
| | - |  | -----------------------------------------------------------------------------------------------------------------------------



| |  |  | operating factors, including continued success of manufacturing activities and the achievement of efficiencies therein, continued success of product development, acceptance of new
products or services by our targeted customers, and success of existing and future collaboration arrangements;
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | changes in business strategy or development plans or targets;
| | - |  | -------------------------------------------------------------



| |  |  | changes in the degree of protection created by our patents and other intellectual property rights;
| | - |  | --------------------------------------------------------------------------------------------------



| |  |  | changes in laws and regulations, including monetary convergence and the further implementation of the EUs Economic and Monetary Union;
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------



| |  |  | fluctuation in interest and exchange rates; and
| | - |  | -----------------------------------------------



| |  |  | access to capital markets.
| | - |  | --------------------------



The actual results or performance of our business could differ materially from those expressed in, or implied by, these forward-looking statements.
Accordingly, we can give no assurances that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what impact they will have on our business, financial condition and results of operations. We
do not intend to assume any obligation to update these forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made.



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PART I



Item 1.    Identity of Directors, Senior Management and Advisers.



Not applicable.



Item 2.    Offer Statistics and Expected Timetable.



Not applicable.



Item 3.    Key Information.



Selected Financial Data



The
following table presents selected consolidated financial information of Stora Enso. You should read this table together with Item 5. Operating and Financial Review and Prospects and our audited consolidated financial statements,
including the related notes, contained elsewhere in this annual report. The selected consolidated financial data presented below as of and for each of the last five fiscal years ended December 31, 2003 have been derived from our audited consolidated
financial statements for the relevant periods.



Amounts
previously reported for our consolidated net profit and shareholders equity under IFRS differ from those amounts shown below for all periods presented. The amounts shown below have been restated under IFRS in connection with the change of our
accounting treatment for disability benefits under the Finnish statutory employment pension scheme (TEL) as a defined benefit plan. A discussion of the impact of the restatement on our consolidated net profit and shareholders equity is
included in note 1 to our consolidated financial statements beginning on page F-1 of this annual report.



We report our financial information in accordance with IFRS. The principal differences between IFRS and U.S. GAAP that are relevant to our consolidated
financial statements are discussed in note 28 to our consolidated financial statements.



Solely for the convenience of the reader, the euro amounts for 2003 have been translated into U.S. dollars at the noon buying rate in New York City for cable transfers in foreign currencies as certified for customs
purposes by the Federal Reserve Bank of New York (the Noon Buying Rate) on December 31, 2003, which was $1.00 = 0.7938.



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|                                                  |  |                                           |   |  |         |   |  |         |   |  |         |   |  |         |   |  |         |  
|------------------------------------------------- |  | ----------------------------------------- | - |  | ------- | - |  | ------- | - |  | ------- | - |  | ------- | - |  | ------- | -
|                                                  |  | As of and for the year ended December 31, |  
|                                                  |  | 1999                                      |   |  | 2000    |   |  | 2001    |   |  | 2002    |   |  | 2003    |   |  | 2003    |  
|                                                  |  |                                          |   |  |        |   |  |        |   |  |        |   |  |        |   |  | $       |  
|                                                  |  | (in millions, except per share amounts)   |  
|INCOME STATEMENT DATA                             |  |                                           |   |  |         |   |  |         |   |  |         |   |  |         |   |  |         |  
|IFRS (Restated)                                   |  |                                           |   |  |         |   |  |         |   |  |         |   |  |         |   |  |         |  
|Sales                                             |  | 10,636                                    |   |  | 13,017  |   |  | 13,509  |   |  | 12,783  |   |  | 12,172  |   |  | 15,334  |  
|Operating costs                                   |  | 7,677                                     |   |  | 9,394   |   |  | 9,926   |   |  | 9,716   |   |  | 9,673   |   |  | 12,186  |  
|Depreciation, amortization and impairment costs   |  | 911                                       |   |  | 1,129   |   |  | 1,268   |   |  | 2,442   |   |  | 1,200   |   |  | 1,512   |  
|Other operating expenses/(income)                 |  | 631                                       |   |  | 150     |   |  | 840     |   |  | 803     |   |  | 828     |   |  | 1,043   |  
|Operating profit (loss)(1)                        |  | 1,417                                     |   |  | 2,344   |   |  | 1,475   |   |  | (178    | ) |  | 471     |   |  | 594     |  
|Net financial items                               |  | (267                                      | ) |  | (293    | ) |  | (344    | ) |  | (206    | ) |  | (237    | ) |  | (299    | )
|Share of results of associated companies          |  | 10                                        |   |  | 20      |   |  | 80      |   |  | 15      |   |  | (23     | ) |  | (29     | )
|Profit (loss) before tax and minority interest(1) |  | 1,160                                     |   |  | 2,071   |   |  | 1,211   |   |  | (369    | ) |  | 211     |   |  | (265    | )
|Income tax expenses                               |  | (397                                      | ) |  | (642    | ) |  | (296    | ) |  | 128     |   |  | (67     | ) |  | (84     | )
|Profit (loss) after tax(1)                        |  | 763                                       |   |  | 1,429   |   |  | 915     |   |  | (241    | ) |  | 144     |   |  | (181    | )
|Minority interests                                |  | (5                                        | ) |  | (14     | ) |  | 3       |   |  | 0       |   |  | (6      | ) |  | (7      | )
|Net profit (loss) for the period(1)               |  | 758                                       |   |  | 1,415   |   |  | 918     |   |  | (241    | ) |  | 138     |   |  | 174     |  
|Basic earnings (loss) per share                   |  | 1.00                                      |   |  | 1.74    |   |  | 1.02    |   |  | (0.27   | ) |  | 0.16    |   |  | 0.20    |  
|Diluted earnings (loss) per share                 |  | 1.00                                      |   |  | 1.74    |   |  | 1.02    |   |  | (0.27   | ) |  | 0.16    |   |  | 0.20    |  
|U.S. GAAP                                         |  |                                           |   |  |         |   |  |         |   |  |         |   |  |         |   |  |         |  
|Net income (loss) from operations                 |  | 1,182                                     |   |  | 3,186   |   |  | 1,531   |   |  | (152    | ) |  | 581     |   |  | 732     |  
|Net income (loss) for the period                  |  | 550                                       |   |  | 2,155   |   |  | 875     |   |  | (304    | ) |  | 234     |   |  | 295     |  
|Basic earnings (loss) per share                   |  | 0.72                                      |   |  | 2.65    |   |  | 0.97    |   |  | 0.34    |   |  | 0.28    |   |  | 0.35    |  
|Diluted earnings (loss) per share                 |  | 0.72                                      |   |  | 2.65    |   |  | 0.97    |   |  | 0.34    |   |  | 0.28    |   |  | 0.35    |  
|                                                  |  |                                           |   |  |         |  
|BALANCE SHEET DATA                                |  |                                           |   |  |         |   |  |         |   |  |         |   |  |         |   |  |         |  
|IFRS (Restated)                                   |  |                                           |   |  |         |   |  |         |   |  |         |   |  |         |   |  |         |  
|Cash and cash equivalents                         |  | 642                                       |   |  | 744     |   |  | 247     |   |  | 169     |   |  | 202     |   |  | 254     |  
|Operating capital(2)                              |  | 12,511                                    |   |  | 16,423  |   |  | 15,960  |   |  | 13,100  |   |  | 13,548  |   |  | 17,067  |  
|Total assets                                      |  | 16,038                                    |   |  | 21,323  |   |  | 20,558  |   |  | 18,214  |   |  | 17,942  |   |  | 22,603  |  
|Total indebtedness                                |  | 5,769                                     |   |  | 6,856   |   |  | 6,410   |   |  | 5,176   |   |  | 5,174   |   |  | 6,518   |  
|Net indebtedness(3)                               |  | 4,782                                     |   |  | 5,183   |   |  | 4,820   |   |  | 3,055   |   |  | 3,919   |   |  | 4,937   |  
|Minority interests                                |  | 202                                       |   |  | 149     |   |  | 50      |   |  | 30      |   |  | 60      |   |  | 76      |  
|Share capital                                     |  | 1,278                                     |   |  | 1,576   |   |  | 1,542   |   |  | 1,530   |   |  | 1,469   |   |  | 1,851   |  
|Shareholders equity                              |  | 5,891                                     |   |  | 8,476   |   |  | 8,885   |   |  | 8,035   |   |  | 7,953   |   |  | 10,019  |  
|Long-term debt                                    |  | 3,846                                     |   |  | 5,515   |   |  | 5,182   |   |  | 4,525   |   |  | 3,405   |   |  | 4,289   |  
|U.S. GAAP                                         |  |                                           |   |  |         |   |  |         |   |  |         |   |  |         |   |  |         |  
|Total assets                                      |  | 16,785                                    |   |  | 23,306  |   |  | 22,327  |   |  | 19,736  |   |  | 18,542  |   |  | 23,358  |  
|Shareholders equity                              |  | 6,190                                     |   |  | 10,026  |   |  | 10,283  |   |  | 9,185   |   |  | 8,364   |   |  | 10,536  |  
|                                                  |  |                                           |   |  |         |  
|CASH FLOW DATA                                    |  |                                           |   |  |         |   |  |         |   |  |         |   |  |         |   |  |         |  
|IFRS                                              |  |                                           |   |  |         |   |  |         |   |  |         |   |  |         |   |  |         |  
|Net cash provided by operating activities         |  | 1,459                                     |   |  | 2,161   |   |  | 1,539   |   |  | 1,426   |   |  | 1,689   |   |  | 2,128   |  
|Net cash used in investing activities             |  | (579                                      | ) |  | (2,911  | ) |  | (883    | ) |  | (257    | ) |  | (1,072  | ) |  | (1,350  | )
|Net cash used in financing activities             |  | (845                                      | ) |  | (853    | ) |  | (1,145  | ) |  | (1,234  | ) |  | (570    | ) |  | (718    | )
|Dividends per share                               |  | 0.40                                      |   |  | 0.45    |   |  | 0.45    |   |  | 0.45    |   |  | 0.45    |   |  | 1.00    |  
|                                                  |  |                                           |   |  |         |  
|OTHER FINANCIAL DATA                              |  |                                           |   |  |         |   |  |         |   |  |         |   |  |         |   |  |         |  
|IFRS                                              |  |                                           |   |  |         |   |  |         |   |  |         |   |  |         |   |  |         |  
|Capital expenditures                              |  | 740                                       |   |  | 769     |   |  | 857     |   |  | 878     |   |  | 1,248   |   |  | 1,572   |  
|Average number of shares outstanding (1,000)      |  | 759,580                                   |   |  | 812,040 |   |  | 901,506 |   |  | 889,606 |   |  | 851,128 |   |  | 851,128 |  



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|                                             |  |                                                                         |  |       |  |       |  |       |  |      
|-------------------------------------------- |  | ----------------------------------------------------------------------- |  | ----- |  | ----- |  | ----- |  | -----
|                                             |  | For the year ended December 31,                                        
|                                             |  | 1999                                                                    |  | 2000  |  | 2001  |  | 2002  |  | 2003 
|                                             |  | (deliveries in thousands of metric tons, except as otherwise indicated)
|SELECTED OPERATING DATA                      |  |                                                                         |  |       |  |       |  |       |  |      
|Publication paper                            |  | 5,878                                                                   |  | 6,403 |  | 6,902 |  | 6,807 |  | 6,954
|Fine paper                                   |  | 2,912                                                                   |  | 3,262 |  | 3,448 |  | 3,432 |  | 3,591
|Packaging board                              |  | 3,196                                                                   |  | 3,306 |  | 2,509 |  | 2,910 |  | 3,006
|Wood products (in thousands of cubic meters) |  | 4,637                                                                   |  | 4,880 |  | 4,860 |  | 5,112 |  | 5,822

---

|(1) |  | In measuring the performance of our business segments from period to period without variations caused by special or unusual items, we focus on operating profit (loss) by product
area, which excludes goodwill amortization and non-recurring items. Operating profit in the tables above includes net non-recurring items totaling 103 million in 1999, consisting mainly of gains on sale of shares and business operations;
446 million in 2000, consisting mainly of capital gains from the sale of power assets and the Stockholm office building, a surplus in the Swedish pension system, asset write-downs and closing costs related to mill closings, and a one-time
increase in costs due to inventory fair valuation in the Consolidated Papers acquisition; (8) million in 2001, consisting mainly of capital gains from the sale of the Düsseldorf office building and closing costs related to a mill closing,
and a provision related to the disposal of Stora Carbonless Paper GmbH; (1,078) million in 2002, consisting mainly of a one-time impairment charge related to our North American assets and capital gains from the sale of shares of Billerud and
forest land in Finland and the United States; and (54.4) million in 2003, consisting mainly of restructuring charges related to the cost reduction program in North America, a provision related to restructuring costs at the Corbehem Mill in
France and a provision related to the expected capital loss on the sale of forest land in Ontario, Canada.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(2) |  | Operating capital represents the sum of fixed assets and other long-term investments (excluding investments in associated companies and in marketable equity securities, non-current
loan receivables, and deferred tax assets), inventories, short-term receivables, pension and other provisions, other long-term liabilities and other current liabilities.
|--- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(3) |  | Net indebtedness consists of net interest-bearing liabilities.
|--- |  | --------------------------------------------------------------



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##### Table of Contents

Exchange Rates



We present our
financial statements in euros. A portion of our revenues and expenses are denominated in euros and a portion are denominated in currencies other than the euro. The first table below sets forth, for the periods and dates indicated, the average, high,
low and period-end Noon Buying Rates for the euro expressed in euros per U.S. dollar. The second table below sets forth, for the periods and dates indicated, the average, high, low and period-end Noon Buying Rates for the Swedish krona expressed in
Swedish kronor per U.S. dollar.



The average Noon Buying Rates
have been calculated based on the Noon Buying Rate for the last business day of each month or portion of a month during the relevant period. We are providing this information solely for the readers convenience. These are not necessarily the
rates we used in the preparation of the financial statements and we make no representation that euros or Swedish kronor could have been converted into U.S. dollars at the rates shown or at any other rate for such periods or at such dates.



Solely for the convenience of the reader, certain euro amounts
in this annual report have been translated into U.S. dollars at the Noon Buying Rate on December 31, 2003, which was $1.00 = 0.7938.



|                        |  |                       |  |        |  |        |  |           
|----------------------- |  | --------------------- |  | ------ |  | ------ |  | ----------
|                        |  | Euros per U.S. Dollar
|Year                    |  | Average               |  | High   |  | Low    |  | Period-end
|1999                    |  | 0.9455                |  | 0.9984 |  | 0.8466 |  | 0.9930    
|2000                    |  | 1.0860                |  | 1.2090 |  | 0.9675 |  | 1.0650    
|2001                    |  | 1.1037                |  | 1.1947 |  | 1.0488 |  | 1.1235    
|2002                    |  | 1.0531                |  | 1.1636 |  | 0.9537 |  | 0.9537    
|2003                    |  | 0.8782                |  | 0.9652 |  | 0.7938 |  | 0.7938    
|2004 (through April 22) |  | 0.8156                |  | 0.8437 |  | 0.7780 |  | 0.8431    



|                         |  |        |  |       
|------------------------ |  | ------ |  | ------
|Interim Periods          |  | High   |  | Low   
|2003                     |  |        |  |       
|October                  |  | 0.8624 |  | 0.8451
|November                 |  | 0.8759 |  | 0.8337
|December                 |  | 0.8364 |  | 0.7938
|2004                     |  |        |  |       
|January                  |  | 0.8072 |  | 0.7780
|February                 |  | 0.8048 |  | 0.7785
|March                    |  | 0.8273 |  | 0.8044
|April (through April 22) |  | 0.8437 |  | 0.8092



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##### Table of Contents

|                        |  |                                |  |         |  |        |  |           
|----------------------- |  | ------------------------------ |  | ------- |  | ------ |  | ----------
|                        |  | Swedish Kronor per U.S. Dollar
|Year                    |  | Average                        |  | High    |  | Low    |  | Period-end
|1999                    |  | 8.3007                         |  | 8.6500  |  | 7.7060 |  | 8.5050    
|2000                    |  | 9.2250                         |  | 10.3600 |  | 8.3530 |  | 9.4440    
|2001                    |  | 10.4328                        |  | 10.8810 |  | 9.5227 |  | 10.4571   
|2002                    |  | 9.6571                         |  | 10.7290 |  | 8.6950 |  | 8.6950    
|2003                    |  | 8.0351                         |  | 8.7920  |  | 7.1950 |  | 7.1950    
|2004 (through April 22) |  | 7.5263                         |  | 7.7330  |  | 7.0850 |  | 7.7100    



|                         |  |        |  |       
|------------------------ |  | ------ |  | ------
|Interim Periods          |  | High   |  | Low   
|2003                     |  |        |  |       
|October                  |  | 7.8140 |  | 7.5970
|November                 |  | 7.9150 |  | 7.5200
|December                 |  | 7.5420 |  | 7.1950
|2004                     |  |        |  |       
|January                  |  | 7.4120 |  | 7.0850
|February                 |  | 7.4330 |  | 7.1580
|March                    |  | 7.6620 |  | 7.3660
|April (through April 22) |  | 7.7330 |  | 7.4650



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##### Table of Contents

Risk Factors



Intense
competition in the paper and forest products industry may negatively impact our profitability and require us to make significant capital expenditures.



The paper and forest products industries in which we operate are mature and highly competitive. We have from time to time experienced pricing pressure
from competitors in many of our product lines and geographic markets. We compete principally with a number of large international paper and forest product companies, as well as numerous regional and more specialized competitors. This competitive
environment has been a principal factor behind the large fluctuations in profitability we have experienced in recent years. In addition, competitive pressures have required us to make significant investments in our manufacturing facilities and in
product development. There can be no assurance that we will have sufficient resources to maintain similar levels of capital investment in the future. For a discussion of the various factors that cause fluctuations in profitability, see Item 5.
Operating and Financial Review and ProspectsIndustry Overview.



Product prices and raw material costs in our industry are cyclical. A period of low product prices or high raw material costs could negatively affect our profitability.



Prices for our products are affected by changes in capacity and production
and by demand for our products, which is influenced by general economic conditions and inventory levels maintained by our customers. Changes in these factors have resulted in significant fluctuations in the prices for our products.



The timing and the magnitude of changes in our product prices have varied
significantly over time and have been unpredictable. Changes in prices differ between products and geographic regions. While we are a significant participant in most of the markets in which we compete, our actions have only limited influence on
changes in our product prices.



Our largest raw material costs
are for recycled fiber and pulpwood. A significant increase in prices for these raw materials would significantly increase our production costs and could have a material adverse effect on our business, financial condition or results of operations if
we were unable to increase our product prices sufficiently to maintain margins.



As a result of unpredictable and substantial changes in our product prices and raw material costs, our financial results have varied significantly over time. In a period of sustained low product prices or high raw
material costs, it may be possible that we are unable to operate our production facilities in a cost-effective manner, pursue our strategic initiatives and meet all of our financial obligations.



Changes in consumer preferences may have an adverse effect on demand for
our products and our profitability.



Changes in consumer
preferences have affected the demand for paper and board in general, and demand for specific grades of paper and board. Some of the most significant changes in consumer preferences include the increase in direct-mail advertising, increasing interest
in environmentally-friendly products, increased use of e-mail and electronic media, and increased use of personal computer printers.



Our ability to meet shifts in consumer demand will depend upon our ability to correctly anticipate changes in consumer preferences and our ability to
develop and produce new products on a competitive and economic basis. There can be no assurances that we will be able to meet changes in consumer preferences in the future, which could have a material effect on our business, financial condition or
results of operations and our ability to meet our obligations.



We could encounter difficulty in financing the significant capital investments, including future acquisitions, that may be necessary to achieve our growth plans.



Our growth plans may require significant capital investments, particularly in relation to any major acquisitions that we may
undertake in the future. Our ability to meet these capital requirements depends on



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numerous factors such as the availability of funds from operations and access to additional debt and equity financing. No assurance can be given that the
necessary funds will be available. Moreover, incurrence of additional debt financing would increase the size of the debt payments we must make and could involve the imposition of restrictive covenants that could negatively impact our ability to
operate in the desired manner. The failure to obtain funds necessary for the realization of our growth plans could prevent us from realizing our growth strategy and, in particular, could force us to forego acquisition opportunities that may arise in
the future. This could, in turn, have a negative impact on our competitive position.



The failure to make successful acquisitions or mergers in accordance with our growth strategy could have a negative impact on our competitiveness. Additional acquisitions may also expose us to new liabilities.



The forest products industry has experienced
consolidation driven in part by a desire to achieve economies of scale and synergies. As part of our strategy, we will seek further growth through acquisitions of, or mergers with, other paper and/or forest products companies to stay competitive
with our increasingly larger competitors or to enhance our position in our core areas of operation. This strategy entails risks that could negatively impact our business, financial condition or results of operations. These risks include unidentified
liabilities of the companies we may acquire or merge with, the possible inability to successfully integrate and manage acquired operations and personnel, the potential failure to achieve the economies of scale or synergies sought and the diversion
of managements attention away from other ongoing business concerns. In addition, we may not be able to identify attractive acquisition or merger opportunities and might not be able to make acquisitions or mergers on attractive terms.
Regulation of merger and acquisition activity by the EU or the United States might also limit our ability to make future acquisitions or mergers. We might also be required to record significant impairment related to goodwill or other intangible
assets in connection with possible future acquisitions.



If
we are unable to continue importing wood from Russia and the Baltic countries, we may be forced to pay higher prices for this key raw material or alter our manufacturing operations.



In 2003, we depended on suppliers in Russia and the Baltic countries (Estonia, Latvia and Lithuania) for approximately
one-fifth of our annual wood requirements in Finland and Sweden. As a result of economic, political, legal or other difficulties or restrictions as well as further development of a domestic forest product industry in these countries and the
resulting growth in domestic raw material needs, our supply of raw materials from Russia and the Baltic countries may be interrupted or limited. In case of a significant interruption or limitation in the supply of raw materials from these areas, we
would seek to obtain raw materials from other sources, but there can be no assurance that we would be able to do so without an adverse impact on our manufacturing operations, such as an interruption or downscaling of production or change in the
product mix, or increased costs. This could, in turn, have a material adverse effect on our business, financial condition or results of operations.



Exchange rate fluctuations may have a significant adverse impact on our financial results.



As a result of the global nature of our business, changes in foreign
currency exchange rates could have an adverse effect upon our business, financial condition and results of operations. Currency fluctuations affect us because the majority of our operating costs are denominated in euros and U.S. dollars, while a
proportionately larger share of our sales are denominated in certain other currencies, including British pound sterling. In addition, the proportion of our operating costs denominated in Swedish kronor is substantially higher than the proportion of
our sales that is denominated in Swedish kronor.



Our reported
earnings may be affected by fluctuations between the euro, which is our accounting currency, and the non-euro currencies in which our various subsidiaries report their results of operations. In addition, appreciation of the euro compared with the
U.S. dollar would reduce the competitiveness of the products we produce in Europe against imports from the United States, leading to lower sales and earnings. Furthermore, the euro value of our sales and earnings in U.S. dollars would be further
reduced if the euro continued to appreciate against the dollar. As a result, currency exchange rate fluctuations between the euro and other currencies, such as the British pound sterling or U.S. dollar, could have a material adverse effect on our
business, financial condition or results of operations.



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We may face high costs for compliance with and clean-up under environmental laws and regulations,
which would reduce profit margins and earnings.



We are
subject to various environmental laws and regulations in the jurisdictions in which we operate, governing, among other things, wood procurement, use of recycled material and different forms of production discharges and emissions. We have been the
subject of a variety of complaints relating to, among other things, odors emitted from our mills, soil contamination, high levels of organic matter and mercury near our mills, and the failure of some of our mills to execute their environmental
plans. The risk of substantial environmental costs and liabilities is inherent in industrial operations, including the forest products industry, and there can be no assurance that we will not incur significant costs and liabilities in the future or
that the adoption of increasingly strict environmental laws, regulations and enforcement policies will not result in substantially increased costs and liabilities in the future. Higher regulatory, environmental and similar costs would reduce our
profit margins and earnings.



The value of our investments
in countries outside of Western Europe and North America may be adversely affected by political, economic and legal developments in these countries.



We have operations in countries outside of Western Europe and North America, including Brazil, Russia, Thailand and the Peoples Republic of China.
The political, economic and legal systems in these countries are less predictable than in countries with more developed institutional structures. Political or economic upheaval, changes in laws and other factors could have a material adverse effect
upon our operations in these countries and, in turn, the amount of income from, and the value of, the investments we have made in relation to our operations in such countries. The more significant risks of operating in emerging market countries
arise from the establishment or enforcement of foreign exchange restrictions, which could effectively prevent us from receiving profits from, or from selling our investments in, these countries. While none of the countries in which our operations
are located currently have foreign exchange controls that have a significant effect on us, most of these countries have imposed foreign exchange controls in the recent past, and no assurance can be given that these countries will not reinstitute
these controls in the future.



We rely on outside suppliers
for the majority of our electricity needs and are therefore susceptible to increases in electricity prices and electricity shortages.



Electricity is one of the most significant components of our production costs. Historically, electricity has represented approximately seven percent of
our production costs. In the past, we met almost all of our electricity needs in Finland and Sweden from our own internal production. In 2003, we relied on outside suppliers for approximately 47 percent of our electricity needs in Finland and
Sweden. Also in 2003, we relied on outside suppliers for approximately 77 percent of our electricity needs in North America. As a result of this dependence on outside suppliers, increases in the price of electricity could have a material adverse
effect on our business, financial condition or results of operations if we are not able to increase the prices of our products accordingly. In addition, an electricity shortage could force us to curtail production.



A few significant shareholders may influence or control the direction of
our business.



The Finnish State controls approximately
24.3 percent and the Knut and Alice Wallenberg Foundation, a Swedish foundation, controls approximately 23.7 percent of our voting rights as of the date of this annual report. Accordingly, the Finnish State and the Knut and Alice Wallenberg
Foundation have significant power to influence matters submitted to a vote of shareholders, such as the approval of the annual financial statements, declarations of annual reserves and dividends, capital increases, amendments to our articles of
association and the election of the members of our board of directors. To the extent matters presented to our shareholders require approval of a particular percentage of shares represented at a meeting of shareholders or of a super majority of
outstanding shares, these investors may be able to significantly influence the outcome of the vote. For a description of significant holdings, see Item 7. Major Shareholders and Related Party TransactionsOwnership of Stora Ensos
Securities by Management and Significant Shareholders.



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##### Table of Contents

Item 4.    Information on the Company.



General



Stora Enso Oyj is the
largest paper and board manufacturer in Europe and the largest paper and board manufacturer in the world based on production capacity, with 15.6 million metric tons of annual paper and board production capacity and leading market positions in many
of our core businesses. Domiciled and incorporated under the laws of the Republic of Finland, we have production facilities in 20 countries on three continents. Our core product areas are paper, packaging boards and forest products. The principal
markets for our products are Western Europe and North America. We distribute our products through our own global marketing network, which has an established presence on six continents with more than 30 sales companies and a number of independent
agents.



As of December 31, 2003, we had total assets of
approximately 17.9 billion ($18.2 billion) and approximately 42,800 employees. In 2003, we had sales of approximately 12.2 billion ($12.8 billion), approximately 89 percent of which were outside Finland and Sweden.



We were created through the 1998 merger of the Swedish company Stora
Kopparbergs Bergslags Aktiebolag (publ) (STORA) and the Finnish company Enso Oyj (Enso), which established us as a leader in the global forest products industry. Since then, our management team has concentrated on integrating
the two companies and has significantly reduced operating costs and improved the combined companys financial performance. This has been accomplished by focusing on our core businesses, divesting non-core businesses, improving operating
efficiencies and reducing administrative costs.



On August 31,
2000, we greatly expanded our company and entered the U.S. market through the acquisition of Consolidated Papers, a leading U.S. producer of magazine and fine paper. The acquisition significantly increased our presence in the important North
American market, thereby enhancing our global diversification. The total consideration for the acquisition (including assumed debt) was approximately $4.5 billion. Consolidated Papers had sales of $1.8 billion in 1999.



Historically, we have satisfied a significant portion of our raw material
needs internally from our own forest lands. However, after the divestments of our forest lands in Finland in 2002 and in Sweden and Canada in 2004, we currently have long-term wood procurement arrangements relating to those forest lands. The
principal raw material required in the manufacture of paper and board products is pulp, which is produced from wood cut for that purpose and from sawmill residues as well as from recycled fiber. Our purchases and sales of pulp on the market are
largely in balance and we are able to satisfy a substantial portion of our pulp needs internally. A limited portion of the pulp we produce is made with wood from our own forest lands. In addition to pulp, the manufacture of paper and board products
requires significant amounts of energy. We have our own power plants at certain of our mills. These power plants supply approximately 53 percent of our electricity needs in Finland and Sweden.



Stora Enso Oyj is a stock corporation incorporated under the laws of the
Republic of Finland. Stora Enso Oyjs registered office is located at Kanavaranta 1, FIN-00160, Helsinki, Finland; telephone +358 20 46 131. Our agent for U.S. federal securities law purposes is Stora Enso North America Corp., located at 510
High Street, Wisconsin Rapids, Wisconsin 54495-8050, the United States of America.



Strategy



We operate and we are
managed as a single industrial group. Our core products are graphic and office papers, newsprint, packaging boards and wood products.



Our strategic goal is to increase the value of our company through profitable growth generated by targeted capital expenditure, mergers and acquisitions,
world-class facilities, continuous performance improvement and excellent management resources.



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We strive to be a sustainable forest products company renowned for operational excellence and superior
performance. We believe that the key to achieving this is enhanced competence and know-how supported by commitment to shared values.



We aim at being our customers first choice by providing services that support our customers product development and enhance their value
creation. We also intend to continue our product development to improve existing products and production processes and to develop new products.



Our target for return on capital employed is 13 percent per annum as an average over the cycle, compared to the weighted average cost of capital of 8.7
percent for the year 2003. Our target for the debt to equity ratio is to reach a level at or below 0.8, and we seek to maintain our capital expenditure at a level that does not exceed depreciation over the cycle.



Fiber strategy amended to reduce costs



Our fiber strategy seeks to secure high quality, cost-competitive raw
materials from socially and environmentally sustainable sources. Our aim is to reduce raw material costs, which currently account for approximately 20 percent of our costs.



Our main raw materials are wood, recovered paper and purchased pulp. The most important elements of our fiber strategy are
own production of pulp and wood products and sourcing of wood from mainly external suppliers. We seek to ensure the availability of different types of fiber from multiple sources through our fiber sourcing and pulping operations.



Disciplined acquisition policy supports core business development



We have adopted a disciplined acquisition policy.
According to this policy, each merger or acquisition must support core business development, provide customer and production synergies, and be in line with the market outlook.



We have identified three ways of increasing our assets: expansion in our existing core products in existing markets such as
Europe and the United States; expansion in our existing core products into new markets such as Russia, South America and Asia; and expansion into new branches of the forest products industry or related business segments in existing markets.



According to our acquisition policy, each expansion must meet
the financial targets of being earnings per share and cash earnings per share accretive after one year following the acquisition. In the near-term, each expansion must yield more than our weighted average cost of capital and, in the long-term,
clearly support our target for return on capital employed of 13 percent per annum over the cycle.



Company History



STORA



STORAs history dates back one thousand years to the
time when copper mining started in Falun, Sweden. In its early years, STORAs principal businesses were copper mining and steel production. STORA commenced activities in the forest products industry in the late nineteenth century with the 1885
acquisition of the Skutskär sawmill, which was at the time the largest sawmill in the world. The business operations of STORA were incorporated in 1888 and its shares were initially listed on the Stockholm Stock Exchange in 1901. In the early
1900s, STORA built a paper and pulp mill with an annual production capacity of 30,000 metric tons in Kvarnsveden, Sweden. Production at STORAs Swedish paper mills increased gradually during the period from the 1920s through the 1940s, as it
built new paper machines and developed new production technologies, including the bleaching of pulp and technologies enabling faster paper machines.



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##### Table of Contents

In 1962, STORA began expanding outside Sweden by building a pulp mill in Nova Scotia, Canada. In 1966,
STORA acquired a majority of the shares of Grycksbo Pappersbruk AB, the largest fine paper mill in Sweden. In the late 1970s, the global economy went through a deep recession, which had a serious effect on the forest products and metal industries.
In response, STORA restructured its operations, selling its steel operations to SSAB Oxelösund AB, a newly established Swedish steel company, and focusing entirely on its forest products operations. In the 1980s and 1990s, STORA actively
participated in the consolidation of the forest products industry by acquiring several forest products companies and units including Billerud, a Swedish paper and board manufacturer, in 1984; Papyrus and Kopparfors, each, a Swedish paper
manufacturer, in 1987; and Feldmühle Nobel, a German industrial group with paper and board operations, in 1990. Through these acquisitions, STORA also acquired significant non-forest products industry operations, most of which were divested
prior to the merger with Enso.



Enso



Enso started operations in the 1870s when Hans Gutzeit, a Norwegian
entrepreneur, opened a sawmilling company in southern Finland with the support of Norwegian investors. The business was incorporated in 1896. In the early 1900s, Enso expanded the sawmilling business by opening a pulp mill to use sawdust and waste
wood generated by the sawmilling. Enso also began to acquire forest lands and, in 1907, purchased its first paper mill. In 1916, Enso became the first company listed on the Helsinki Stock Exchange. In 1918, a group of Norwegian investors sold 61
percent of Ensos outstanding share capital to the Finnish State. During the 1930s, Enso acquired several forest products companies and built new facilities. By the end of the 1930s, Enso had become the third largest pulp producer in Europe.
Ensos operations suffered considerably as a result of World War II but, in the late 1940s and early 1950s, it invested heavily in new pulp mills and paper machines.



In the 1960s, Enso began to expand outside Finland and participated, from the early 1970s to 1993, in a paper and pulp
production joint venture in British Columbia, Canada. In 1994, Enso started production in Sachsen, Germany with the construction of a paper mill which produces newsprint using 100 percent recycled fiber as its fiber raw material. In the 1980s and
1990s, Enso was active in the consolidation of the forest products industry, acquiring several forest products companies and units including the fine paper operations of the Ahlstrom Varkaus Mills in Finland in 1987; the Berghuizer fine paper mill
in the Netherlands in 1989/1994; Tampella Forest Oys newsprint, publication papers and packaging boards businesses in 1993; Veitsiluoto, a Finnish forest products company, in 1996; and E. Holtzmann & Cie, a German producer of newsprint and
supercalendered paper, in 1997. Throughout its history, Enso has been involved in various businesses outside of the forest products industry, including the shipping, engineering and chemicals industries, but had divested substantially all of its
interests in these non-core industries prior to the merger with STORA.



Creation of Stora Enso



Stora Enso was created
through the 1998 merger of STORA and Enso. In the merger, Ensos name was changed to Stora Enso and the shares of STORA were exchanged for shares of Stora Enso.



Acquisition of Consolidated Papers



On August 31, 2000, we greatly expanded our company and entered the U.S. market through the acquisition of Consolidated
Papers. Consolidated Papers was incorporated in Wisconsin in 1894 and operates throughout North America with a principal focus on magazine and coated fine paper.



Principal Shareholders



The
Finnish State controls approximately 24.3 percent and the Knut and Alice Wallenberg Foundation, a Swedish foundation, controls approximately 23.7 percent of Stora Ensos voting rights as of the date of this annual report. Accordingly, the
Finnish State and the Knut and Alice Wallenberg Foundation have significant power to influence matters submitted to a vote of our shareholders. See Item 3. Key InformationRisk FactorsA few significant shareholders may influence or
control the direction of our business and Item 7. Major Shareholders and Related Party TransactionsOwnership of Stora Ensos Securities by Management and Significant Shareholders.



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Corporate Structure



We organize
our businesses into three core product areas, which are paper, packaging boards and forest products. The following chart illustrates the principal products of our core product areas and the principal uses for these products:



|                                                                                                                                                                                                                                                                        |  |  |  |                                                                                                                                                                 |  |  |  |                                                                                                                                                                                                                                                 |  |  |  |                                                                                        
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  |  |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------- |  |  |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  |  |  | ---------------------------------------------------------------------------------------
|                                                                                                                                                                                                                                                                        | 
|PAPER                                                                                                                                                                                                                                                                  
|                                                                                                                                                                                                                                                                        | 
|                                                                                                                                                                                                                                                                        |  |  |  |                                                                                                                                                                 |  |  |  |                                                                                                                                                                                                                                                 |  |  |  |                                                                                        
|                                                                                                                                                                                                                                                                        |  |  |  |                                                                                                                                                                 |  |  |  |                                                                                                                                                                                                                                                 | 
|PUBLICATION PAPER                                                                                                                                                                                                                                                       |  |  |  | FINE PAPER                                                                                                                                                      |  |  |  | MERCHANTS                                                                                                                                                                                                                                      
|                                                                                                                                                                                                                                                                        |  |  |  |                                                                                                                                                                 |  |  |  |                                                                                                                                                                                                                                                 | 
|                                                                                                                                                                                                                                                                        |  |  |  |                                                                                                                                                                 |  |  |  |                                                                                                                                                                                                                                                 |  |  |  |                                                                                        
|                                                                                                                                                                                                                                                                        |  |  |  |                                                                                                                                                                 |  |  |  |                                                                                                                                                                                                                                                 |  |  |  |                                                                                        
|Magazine Paper                                                                                                                                                                                                                                                          |  |  |  | Newsprint                                                                                                                                                       |  |  |  | Products  Graphic (coated) papers  Office (uncoated) papers  Speciality papers  Uses  Document printing, commercial printing, high quality books, labeling, print-on-demand applications, and protecting, transporting and identifying products |  |  |  | Sale and distribution of fine paper and paper products for
Stora Enso and third parties
|                                                                                                                                                                                                                                                                        |  |  |  |                                                                                                                                                                 |  |  |  |                                                                                                                                                                                                                                                 | 
|Products  Uncoated papers (supercalendered and machine
finished)  Coated papers (light-weight coated, medium-weight coated,
heavy-weight coated and machine finished coated)  Uses  Magazines, printed products for advertising, catalogs and direct marketing products |  |  |  | Products  Standard newsprint  Newsprint specialities  Uses  Newspapers, newspaper supplements, advertising leaflets, telephone directories and paper-back books |  |  |  |                                                                                                                                                                                                                                                 | 
|                                                                                                                                                                                                                                                                        |  |  |  |                                                                                                                                                                 |  |  |  |                                                                                                                                                                                                                                                 |  |  |  |                                                                                        



|                                                                                                                                 |  |  |                                                                                                                                                                    |                 |  |  |                                                                       |                   
|-------------------------------------------------------------------------------------------------------------------------------- |  |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------ | --------------- |  |  | --------------------------------------------------------------------- | ------------------
|                                                                                                                                 |  |  |                                                                                                                                                                    |                 | 
|PACKAGING BOARDS                                                                                                                 |  |  |                                                                                                                                                                    | FOREST PRODUCTS
|                                                                                                                                 |  |  |                                                                                                                                                                    |                 | 
|                                                                                                                                 |  |  |                                                                                                                                                                    |                 |  |  |                                                                       |                   
|                                                                                                                                 |  |  |                                                                                                                                                                    |                 |  |  |                                                                       |                   
|Products  Liquid packaging boards Cupstocks Cartonboards Containerboards Corrugated packaging Coreboards Cores Laminating papers |  |  |                                                                                                                                                                    | WOOD PRODUCTS   |  |  |                                                                       | WOOD SUPPLY EUROPE
|                                                                                                                                 |  |  |                                                                                                                                                                    |                 |  |  |                                                                      
|                                                                                                                                 |  |  |                                                                                                                                                                    |                 |  |  |                                                                      
|                                                                                                                                 |  |  |                                                                                                                                                                    |                 |  |  |                                                                      
|                                                                                                                                 |  |  | Products  Sawn and processes wood precuts and components  Uses  Joinery,
furniture and construction industry  By-products  Wood chips  Uses  Raw material for pulp |                 |  |  | Wood procurement and supply to our European paper
mills and sawmills.
|                                                                                                                                 |  |  |                                                                                                                                                                    |                 |  |  |                                                                       |                   



In May 2003, our core
product areas were reorganized to include three global product areas: paper, packaging boards and forest products. The new paper product area operates through the publication papers, fine paper and merchants divisions. The old newsprint and magazine
paper product areas were merged to form the new publication papers division. Speciality papers product unit, which was part of the packaging boards product area, forms a new business area within the new fine paper division. The new packaging boards
product area comprises of the consumer boards, corrugated packaging boards, industrial papers and cores and coreboards divisions. The new forest products product area comprises of our wood products and wood procurement operations and the pulp
competence center. All information in this annual report for the years 2001, 2002 and 2003 has been reclassified to reflect our new organizational structure.



12



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##### Table of Contents

In terms of production capacity, we are the worlds second largest producer of magazine paper, third
largest producer of newsprint, third largest producer of graphic (coated) fine paper, sixth largest producer of office (uncoated) fine paper, largest producer of speciality papers, seventh largest paper merchant in Europe, one of the worlds
leading producers of consumer packaging boards and worlds second largest producer of sawn softwood.



Business Summary



In measuring
the performance of our business segments from period to period without variations caused by special or unusual items, we focus on operating profit (loss) by product area, which excludes goodwill amortization and non-recurring items. The following
tables present our annual sales and operating profit by product area for the periods indicated:



Sales by product area



|                                                   |  |                                 |   |  |          |   |  |          |  
|-------------------------------------------------- |  | ------------------------------- | - |  | -------- | - |  | -------- | -
|                                                   |  | For the year ended December 31, |  
|                                                   |  | 2001                            |   |  | 2002     |   |  | 2003     |  
|                                                   |  | ( in millions)                 |  
|Paper                                              |  |                                 |   |  |          |   |  |          |  
|Publication paper                                  |  | 5,414.4                         |   |  | 4,715.6  |   |  | 4,295.7  |  
|Fine paper                                         |  | 3,670.4                         |   |  | 3,427.4  |   |  | 3,197.7  |  
|Merchants                                          |  | 840.3                           |   |  | 720.6    |   |  | 627.6    |  
|Packaging boards                                   |  | 2,671.1                         |   |  | 2,720.2  |   |  | 2,761.6  |  
|Forest products                                    |  |                                 |   |  |          |   |  |          |  
|Wood products                                      |  | 1,180.5                         |   |  | 1,235.2  |   |  | 1,400.0  |  
|Wood supply Europe                                 |  | 1,825.6                         |   |  | 1,958.7  |   |  | 2,074.3  |  
|Elimination of internal sales; other operations(1) |  | (2,093.5                        | ) |  | (1,995.1 | ) |  | (2,184.6 | )
|                                                   |  |                                 |   |  |          |   |  |          |  
|Total                                              |  | 13,508.8                        |   |  | 12,782.6 |   |  | 12,172.3 |  
|                                                   |  |                                 |   |  |          |   |  |          |  

---

|(1) |  | Other operations include the results of units that are not within our product areas, such as separate transportation and sales and distribution companies.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------



Operating profit (loss) by product area



|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|------------------------------ |  | ------------------------------- | - |  | ---------- | - |  | ---------- | - |  | -------- | - |  | ----- | - |  | ------ | -
|                               |  | For the year ended December 31, |  
|                               |  | 2001                            |   |  | 2002       |   |  | 2003       |  
|                               |  | (Restated)                      |   |  | (Restated) |   |  | (Restated) |  
|                               |  | ( in millions)                 |  
|                               |  |                                 |   |  | (1)        |   |  |            |   |  | (1)      |   |  |       |   |  | (1)    |  
|Paper                          |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Publication paper              |  | 782.9                           |   |  | 852.8      |   |  | (762.7     | ) |  | 313.6    |   |  | 47.2  |   |  | 111.1  |  
|Fine paper                     |  | 328.4                           |   |  | 394.2      |   |  | 67.9       |   |  | 298.3    |   |  | 100.1 |   |  | 153.5  |  
|Merchants                      |  | (10.1                           | ) |  | (7.3       | ) |  | (24.7      | ) |  | 5.4      |   |  | (8.9  | ) |  | (6.7   | )
|Packaging boards               |  | 329.1                           |   |  | 339.8      |   |  | 332.3      |   |  | 345.3    |   |  | 280.5 |   |  | 292.4  |  
|Forest products                |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Wood products                  |  | 4.2                             |   |  | 11.6       |   |  | 30.1       |   |  | 44.5     |   |  | 6.5   |   |  | 26.5   |  
|Wood supply Europe             |  | 87.2                            |   |  | 87.2       |   |  | 120.5      |   |  | 94.6     |   |  | 116.5 |   |  | 116.5  |  
|Other(2)                       |  | (46.7                           | ) |  | (43.5      | ) |  | 58.9       |   |  | (52.5    | ) |  | (70.5 | ) |  | (51.5  | )
|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Operating profit (loss), total |  | 1,475.0                         |   |  | 1634.8     |   |  | (177.7     | ) |  | 1,049.2  |   |  | 471.4 |   |  | 641.8  |  
|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Goodwill amortization          |  |                                |   |  | (151.5     | ) |  |           |   |  | (148.8   | ) |  |      |   |  | (116.0 | )
|Non-recurring items(3)         |  |                                |   |  | (8.3       | ) |  |           |   |  | (1,078.1 | ) |  |      |   |  | (54.4  | )
|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Operating profit (loss), total |  | 1,475.0                         |   |  | 1,475.0    |   |  | (177.7     | ) |  | (177.7   | ) |  | 471.4 |   |  | 471.4  |  
|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  



13



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##### Table of Contents

---

|(1) |  | The operating profit (loss) presented by product area excludes goodwill amortization and non-recurring items.
|--- |  | -------------------------------------------------------------------------------------------------------------

|(2) |  | Includes non-allocated corporate overhead items and elimination of group internal margin in consolidation.
|--- |  | ----------------------------------------------------------------------------------------------------------

|(3) |  | The non-recurring items for 2001 consist mainly of capital gains from the sale of the Düsseldorf office building and closing costs related to a mill closing, and a provision
related to the disposal of Stora Carbonless Paper GmbH. The non-recurring items for 2002 consist mainly of a one-time impairment charge related to our North American assets and capital gains from the sale of shares of Billerud and forest land in
Finland and in the United States. The non-recurring items for 2003 consist mainly of restructuring charges related to the cost reduction program in North America, a provision related to restructuring costs at the Corbehem Mill in France and a
provision related to the expected capital loss on the sale of forest land in Ontario, Canada.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



The following table presents our annual external sales in various geographic markets by destination and invoice origin for the periods indicated:



|                     |  |                                 |  |          |                                 |          |  |  |          |  |          |  |         
|-------------------- |  | ------------------------------- |  | -------- | ------------------------------- | -------- |  |  | -------- |  | -------- |  | --------
|                     |  | Sales by destination            |  |          | Sales by invoice origin        
|                     |  | For the year ended December 31, |  |          | For the year ended December 31,
|                     |  | 2001                            |  | 2002     |                                 | 2003     |  |  | 2001     |  | 2002     |  | 2003    
|                     |  | ( in millions)                
|Austria              |  | 213.1                           |  | 195.4    |                                 | 222.0    |  |  | 310.9    |  | 315.1    |  | 363.5   
|Belgium              |  | 345.1                           |  | 301.3    |                                 | 267.2    |  |  | 237.8    |  | 213.2    |  | 200.8   
|Denmark              |  | 307.6                           |  | 297.9    |                                 | 276.1    |  |  | 116.2    |  | 111.7    |  | 107.9   
|Finland              |  | 776.0                           |  | 780.6    |                                 | 786.9    |  |  | 4,370.2  |  | 4,151.0  |  | 3,951.9 
|France               |  | 1,007.0                         |  | 965.5    |                                 | 862.7    |  |  | 537.8    |  | 486.4    |  | 447.7   
|Germany              |  | 1,840.3                         |  | 1,673.6  |                                 | 1,616.1  |  |  | 1,489.9  |  | 1,442.2  |  | 1,381.8 
|Italy                |  | 403.2                           |  | 391.5    |                                 | 380.7    |  |  | 0.6      |  | 0.1      |  | 0.1     
|The Netherlands      |  | 581.9                           |  | 488.4    |                                 | 491.9    |  |  | 247.6    |  | 234.0    |  | 226.4   
|Portugal             |  | 71.3                            |  | 60.9     |                                 | 64.9     |  |  | 80.3     |  | 59.7     |  | 50.5    
|Spain                |  | 445.5                           |  | 463.4    |                                 | 499.4    |  |  | 139.4    |  | 141.5    |  | 145.6   
|Sweden               |  | 1,026.6                         |  | 1,034.2  |                                 | 994.4    |  |  | 2,980.2  |  | 2,895.6  |  | 2,840.2 
|United Kingdom       |  | 1,324.8                         |  | 1,053.4  |                                 | 979.3    |  |  | 157.2    |  | 59.1     |  | 23.4    
|Other European Union |  | 197.8                           |  | 197.4    |                                 | 203.9    |  |  | 0.2      |  | 0.1      |  |        
|                     |  |                                 |  |          |                                 |          |  |  |          |  |          |  |         
|Total European Union |  | 8,540.2                         |  | 7,903.5  |                                 | 7,645.5  |  |  | 10,668.3 |  | 10,109.7 |  | 9,739.8 
|Other Europe         |  | 813.2                           |  | 981.4    |                                 | 897.8    |  |  | 252.4    |  | 290.1    |  | 390.6   
|                     |  |                                 |  |          |                                 |          |  |  |          |  |          |  |         
|Total Europe         |  | 9,353.4                         |  | 8,884.9  |                                 | 8,543.3  |  |  | 10,920.7 |  | 10,399.8 |  | 10,130.4
|Canada               |  | 169.4                           |  | 160.0    |                                 | 143.7    |  |  | 384.0    |  | 290.2    |  | 287.7   
|China                |  | 188.8                           |  | 201.5    |                                 | 228.6    |  |  | 111.6    |  | 122.3    |  | 109.4   
|United States        |  | 2,469.7                         |  | 2,267.3  |                                 | 1,918.3  |  |  | 2,067.2  |  | 1,909.6  |  | 1,583.6 
|Others               |  | 1,327.5                         |  | 1,268.9  |                                 | 1,338.4  |  |  | 25.3     |  | 60.7     |  | 61.2    
|                     |  |                                 |  |          |                                 |          |  |  |          |  |          |  |         
|Total                |  | 13,508.8                        |  | 12,782.6 |                                 | 12,172.3 |  |  | 13,508.8 |  | 12,782.6 |  | 12,172.3
|                     |  |                                 |  |          |                                 |          |  |  |          |  |          |  |         



Paper



In May 2003, our core product areas were reorganized to include three global
product areas: paper, packaging boards and forest products. The new paper product area operates through the publication paper, fine paper and merchants divisions.



Publication Paper



In connection with the reorganization of our operations in May 2003, our old newsprint and magazine paper divisions were merged to form the new
publication paper division. The papers produced by the publication paper division are used for newspapers, magazines, catalogues and direct mail in large quantities.



We are the worlds second largest producer of uncoated magazine paper and coated magazine paper, with combined annual
production capacity of 4.5 million metric tons and a share of global production capacity of



14



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##### Table of Contents

approximately 15 percent. Europe and North America are the principal markets for our magazine paper. Currently, we have approximately 19 percent of the
European production capacity for magazine paper and approximately 13 percent of the North American production capacity for magazine paper. We are currently the worlds third largest producer of newsprint, with annual production capacity of
approximately 3.6 million metric tons and a share of global production capacity of approximately seven percent in 2003. The principal market for our newsprint is in Europe, where we have approximately 21 percent of the production capacity for
newsprint.



Publication paper accounted for 34 percent of our
sales in 2003, compared to 36 percent in 2002 and 39 percent in 2001.



The following table presents the capacity of publication paper by country or geographic area for the year ended December 31, 2003:



|              |  |     
|------------- |  | ----
|              |  | 2003
|              |  | (%) 
|North America |  | 21  
|Germany       |  | 24  
|Finland       |  | 22  
|France        |  | 6   
|Belgium       |  | 7   
|Sweden        |  | 20  
|              |  |     
|Total         |  | 100 
|              |  |     



Our magazine paper
strategy is to focus on our present paper grades and to develop value-added products, such as high quality coated and supercalendered printing papers, for our principal markets in Europe and North America. We seek to be the preferred supplier for
our customers by offering the best product quality and a high level of customer service. Our strategy is to enhance cost competitiveness and to further optimize our asset structure in this business area and seek growth opportunities principally in
Europe and North America.



Our newsprint strategy is to utilize
the natural characteristics of fiber raw materials. We use virgin fiber, fiber obtained from wood and being used for the first time in the production of pulp, for value-added products, while we use recycled fiber for standard newsprint. Our use of
recycled fiber increased further when our 100 percent recycled fiber based mill in Langerbrugge, Belgium began production in June 2003. We believe that the market trend is towards more customized and varied speciality grades of newsprint. We see
growth opportunities for this business area in Europe and North America.



As part of our strategy, we intend to continue to increase the specialization of our paper machines for publication papers and phase out production that does not prove to be profitable over the long term. In
accordance with this strategy, we have closed down paper machine no. 1 at the Summa mill in Finland and paper machine no. 2 at the Langebrugge mill in Belgium in 2003.



15



---

##### Table of Contents

The following table presents financial and statistical data regarding the publication papers product area
for the years indicated:



|                                                                            |  |                                                            |   |  |            |    |  |            |  
|--------------------------------------------------------------------------- |  | ---------------------------------------------------------- | - |  | ---------- | -- |  | ---------- | -
|                                                                            |  | For the year ended December 31,                            |  
|                                                                            |  | 2001                                                       |   |  | 2002       |    |  | 2003       |  
|                                                                            |  | (Restated)                                                 |   |  | (Restated) |    |  | (Restated) |  
|                                                                            |  | ( in millions, except for percentages and personnel data) |  
|Total sales                                                                 |  | 5,414.4                                                    |   |  | 4,715.6    |    |  | 4,295.7    |  
|of which group internal sales                                               |  | 118.3                                                      |   |  | 116.4      |    |  | 116.4      |  
|Operating profit (loss)                                                     |  | 782.9                                                      |   |  | (762.7     | )  |  | 47.2       |  
|Operating margin                                                            |  | 14.5                                                       | % |  | (16.2      | )% |  | 1.1        | %
|Capital expenditure                                                         |  | 239.7                                                      |   |  | 482.2      |    |  | 591.6      |  
|Average operating capital(1)                                                |  | 4,506.4                                                    |   |  | 4,202.0    |    |  | 3,953.2    |  
|Operating capital, year-end(2)                                              |  | 5,495.2                                                    |   |  | 4,103.7    |    |  | 4,132.1    |  
|ROOC(3)                                                                     |  | 18.9                                                       | % |  | 7.5        | %  |  | 2.8        | %
|Operating profit excluding non-recurring items and goodwill amortization(4) |  | 852.8                                                      |   |  | 313.6      |    |  | 111.1      |  
|Operating margin excluding non-recurring items and goodwill amortization(5) |  | 15.8                                                       | % |  | 6.7        | %  |  | 2.6        | %
|Average personnel                                                           |  | 13,384                                                     |   |  | 13,241     |    |  | 12,903     |  

---

|(1) |  | Average operating capital excluding goodwill.
|--- |  | ---------------------------------------------

|(2) |  | Operating capital at year-end including goodwill. Operating capital equals capital employed plus net tax liabilities.
|--- |  | ---------------------------------------------------------------------------------------------------------------------

|(3) |  | ROOC is return on operating capital and is calculated by dividing operating profit excluding non-recurring items and goodwill amortization by average operating capital.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(4) |  | Operating profit (loss) excluding non-recurring items and goodwill amortization for 2001, 2002 and 2003 excludes non-recurring items of 0.0 million, (1,019.6) million
and (29.5) million, respectively, and goodwill amortization of 69.9 million, 56.6 million and 34.4 million, respectively.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(5) |  | Operating margin excluding non-recurring items and goodwill amortization for 2001, 2002 and 2003 excludes non-recurring items of 0.0 million, (1,019.6) million and
(29.5) million, respectively, and goodwill amortization of 69.9 million, 56.6 million and 34.4 million, respectively.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Products



Uncoated Magazine Paper.    Uncoated magazine paper grades include supercalendered and machine finished paper. We produce
supercalendered paper in the United States, Sweden, Belgium, Germany and Canada and machine-finished paper in Finland. Uncoated magazine paper is used primarily in magazines and catalogs with broad circulation. Niche products produced by the
magazine paper business area include wall paper base, which is produced in Germany.



Coated Magazine Paper.    Coated magazine paper grades include machine finished coated paper, light-weight coated paper, medium-weight coated paper and heavy-weight coated paper. We produce
machine finished coated paper in Finland; light-weight coated paper in the United States, France, Germany and Finland; medium-weight coated paper in Germany and Finland and heavy-weight coated paper in Germany. Coated magazine paper is used for
magazines, catalogs, brochures and other printed advertising purposes.



Newsprint.    Our newsprint products include standard newsprint and newsprint specialties. Various newsprint grades are used in newspapers, newspaper supplements, advertising leaflets, telephone directories and
paperback books. Newsprint specialties include improved newsprint, book and directory papers. Raw materials used in producing newsprint include recycled fiber, mechanical pulp and, to a minor extent, kraft pulp. We produce standard newsprint in
Finland, Sweden, Belgium, Germany and Canada. We produce newsprint specialties at our Finnish and Swedish mills.



Capital Expenditures



Uncoated Magazine Paper.In 2003, we invested 52.9 million in the rebuilding of an uncoated magazine paper machine no.
6 at the Maxau mill, Germany. In 2002, we invested 28.6 million in the rebuilding of paper



16



---

##### Table of Contents

machine no. 3 at the Langerbrugge mill in Belgium to produce supercalendered magazine paper instead of newsprint and to increase its capacity by 50,000
metric tons to 165,000 metric tons. Our total investment for the rebuilding was 33 million and the rebuilding was completed in December 2002. We invested further 5.7 million to this paper machine in 2003. There were no major capital
expenditure items in the uncoated magazine paper production area in 2001.



Coated Magazine Paper.In 2003, we invested 6 million in the rebuilding of the magazine paper machine no. 5 and 14.8 million in the construction of a new energy plant at the
Corbehem mill in France, and 27.3 million to Solaris Press paper machine no. 2 at the Kotka mill in Finland. We also invested 4.7 million to the building of a peroxide plant at our Veitsiluoto mill in Finland to enhance the quality of
magazine paper. The project started in April 2003 and is scheduled for completion in May 2004. We spent 19.4 million on the rebuilding of a paper machine no. 26 at the Biron mill in the United States, and completed a 10 million
investment for paper machine no. 96 and invested 5 million in the preparations for rebuilding the paper machine no. 97 at the Kimberly mill in the United States. We invested 5.3 million in a pulp conversion project at three mills, the
Wisconsin Rapids pulp mill, the Biron mill and the Kimberly mill in the United States, which aims at converting the Wisconsin Rapids pulp mill to all-hardwood pulp production and integrating the output to the Wisconsin Rapids and the Kimberly mills.
There were no major capital expenditure items in the coated magazine paper production area in 2002 or 2001.



Newsprint.In 2003, we invested 201.1 million in the completion of the new paper machine no. 4 at the Langerbrugge
mill in Belgium. The new machine has an annual production capacity of 400,000 metric tons and began operation in May 2003. We also invested 23.6 million in the construction of a new boiler at the Kvaersveden mill in Sweden and 9.5
million in a new thermo-mechanical pulp line at the Varkaus mill in Finland. We invested 31.1 million to a thermo-mechanical pump line to be installed at Port Hawkesbury mill in Canada and 11.3 million to rebuild the paper machine no. 16
at the Wisconsin Rapids mill in the United States, where the rebuilding was designed to significantly increase the production by enabling the transfer to higher basis weight products. In addition, we modernized our paper machine no. 1 at the Sachsen
mill in Germany with 13.1 million. In 2002, we invested 254.1 million in the building of a new newsprint paper machine in Langerbrugge, Belgium. In connection with the building of the new machine, we closed down a newsprint machine in
Summa, Finland, in February 2002 and a supercalendered machine in Langerbrugge in June 2003. These two machines had a combined annual capacity of 230,000 metric tons. The shut down of the machine at the Summa mill affected 170 people. We invested
14.5 million in 2001 in the rebuilding of paper machine no. 3 and the thermo-mechanical pulping plant at our Summa mill in Finland to increase the annual production capacity of paper machine no. 3 by 15,000 metric tons to 220,000 metric tons
and to increase the annual production capacity of the pulping plant by 24,500 metric tons to 260,000 metric tons.



Sales



The following table describes deliveries of publication paper by paper grade for the years indicated:



|                        |  |                                 |  |       |  |      
|----------------------- |  | ------------------------------- |  | ----- |  | -----
|                        |  | For the year ended December 31,
|                        |  | 2001                            |  | 2002  |  | 2003 
|                        |  | (in thousands of metric tons)  
|Uncoated magazine paper |  | 1,377                           |  | 1,363 |  | 1,440
|Coated magazine paper   |  | 2,452                           |  | 2,507 |  | 2,482
|Wall paper base         |  | 42                              |  | 38    |  | 39   
|Newsprint               |  | 3,031                           |  | 2,899 |  | 2,993
|                        |  |                                 |  |       |  |      
|Total                   |  | 6,902                           |  | 6,807 |  | 6,954
|                        |  |                                 |  |       |  |      



17



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##### Table of Contents

The following table presents sales of publication paper by geographic area for the year ended December
31, 2003:



|                   |  |      
|------------------ |  | -----
|                   |  | 2003 
|                   |  | (%)  
|Northern Europe(1) |  | 19.8 
|Continental Europe |  | 53.8 
|North America      |  | 20.1 
|Asia Pacific       |  | 3.0  
|Other              |  | 3.3  
|                   |  |      
|Total              |  | 100.0
|                   |  |      

---

|(1) |  | Northern Europe includes the Nordic countries (Finland, Sweden, Denmark and Norway), the United Kingdom and Ireland.
|--- |  | --------------------------------------------------------------------------------------------------------------------



Competition



Like all sectors of the forest products industry, the market for magazine
paper is highly competitive. Our principal competitors in uncoated magazine paper grades in the European market are UPM-Kymmene, Myllykoski Paper Oy, Norske Skog Industrier ASA and Holmen AB, and in the North American market, Abitibi-Consolidated
Inc., Bowater Inc. and Norske Skog Canada Ltd. Our principal competitors in coated magazine paper in Europe are UPM-Kymmene, Myllykoski, Burgo and Norske Skog and, in the North American market, International Paper, UPM-Kymmene and Bowater
Incorporated.



The market for newsprint is also highly
competitive. Our principal competitors in the European newsprint market include UPM-Kymmene, Norske Skog, Holmen AB and Svenska Cellulosa. Our principal competitors in the North American newsprint market are Abitibi, Bowater and Norske Skog Canada
Ltd.



The competition in both magazine paper and newsprint is
principally driven by price and increasingly also by environmental considerations, including the extent of the use of recycled fiber in the paper products. In addition, especially in the area of magazine paper, quality considerations impact the
purchasing decisions of our customers.



Fine Paper



We are the third largest manufacturer of coated fine paper in the world with
a 13 percent share of production capacity in Europe and a 14 percent share of production capacity in the United States. We are the sixth largest manufacturer of office papers in the world with a 14 percent share of production capacity in Europe. We
are the worlds largest producer of speciality papers. The total annual capacity of our fine and speciality paper production facilities is 4.4 million metric tons. In 2003, fine paper division accounted for 24 percent of our sales.



The following table presents the capacity of fine paper by country or
geographic area for the year ended December 31, 2003:



|                |  |     
|--------------- |  | ----
|                |  | 2003
|                |  | (%) 
|Finland         |  | 47  
|Sweden          |  | 16  
|North America   |  | 22  
|Germany         |  | 6   
|The Netherlands |  | 5   
|China           |  | 4   
|                |  |     
|Total           |  | 100 
|                |  |     



18



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##### Table of Contents

All fine paper products contain a high proportion of chemical pulp, chemicals and fillers. Our fine paper
strategy is to focus on the profitable manufacture of fine paper for the graphic industry and office product distribution chains, using environmentally accepted primary fiber as a raw material. We anticipate growth opportunities for this product
area principally in Europe and in Asia, where we are already operating through our own production facilities in the Peoples Republic of China and a minority holding in a manufacturer in Thailand.



We produce coated fine paper in China through our subsidiary, which is partly
owned by local Chinese entities. As a result of our acquisition of an additional 20 percent of the shares of the company in October 2001, we currently own 80.9 percent of the company and the local Chinese entities hold the remaining interest. Under
the terms of the shareholders agreement, we may sell graphic paper in China, Hong Kong and Taiwan only through this company. The total annual capacity of the companys coated fine paper production facilities is approximately 165,000 metric
tons, and sales through the company totaled approximately 104.2 million in 2003.



In February 2004, we announced our intention to invest 38 million in the upgrading and modernizing of the paper machine and increase of its sheeting capacity at our fine paper mill in Suzhou, China. The
investment is intended to improve productivity and safeguard market presence in the fast-growing Chinese market.



The following table presents financial and statistical data regarding the fine paper product area for the years indicated:



|                                                                            |  |                                                            |   |  |            |   |  |            |  
|--------------------------------------------------------------------------- |  | ---------------------------------------------------------- | - |  | ---------- | - |  | ---------- | -
|                                                                            |  | For the year ended December 31,                            |  
|                                                                            |  | 2001                                                       |   |  | 2002       |   |  | 2003       |  
|                                                                            |  | (Restated)                                                 |   |  | (Restated) |   |  | (Restated) |  
|                                                                            |  | ( in millions, except for percentages and personnel data) |  
|Total sales                                                                 |  | 3,670.4                                                    |   |  | 3,427.4    |   |  | 3,197.7    |  
|of which group internal sales                                               |  | 464.8                                                      |   |  | 287.4      |   |  | 274.5      |  
|Operating profit                                                            |  | 328.4                                                      |   |  | 67.9       |   |  | 100.1      |  
|Operating margin                                                            |  | 8.9                                                        | % |  | 2.0        | % |  | 3.1        | %
|Capital expenditure                                                         |  | 193.7                                                      |   |  | 134.6      |   |  | 219.1      |  
|Average operating capital(1)                                                |  | 4,271.1                                                    |   |  | 3,893.4    |   |  | 3,484.3    |  
|Operating capital, year-end(2)                                              |  | 5,215.6                                                    |   |  | 4,303.8    |   |  | 3,874.9    |  
|ROOC(3)                                                                     |  | 9.2                                                        | % |  | 7.7        | % |  | 4.4        | %
|Operating profit excluding non-recurring items and goodwill amortization(4) |  | 394.2                                                      |   |  | 298.3      |   |  | 153.5      |  
|Operating margin excluding non-recurring items and goodwill amortization(5) |  | 10.7                                                       | % |  | 8.7        | % |  | 4.8        | %
|Average personnel                                                           |  | 10,968                                                     |   |  | 9,872      |   |  | 9,521      |  

---

|(1) |  | Average operating capital excluding goodwill.
|--- |  | ---------------------------------------------

|(2) |  | Operating capital at year-end including goodwill. Operating capital equals capital employed plus net tax liabilities.
|--- |  | ---------------------------------------------------------------------------------------------------------------------

|(3) |  | ROOC is return on operating capital and is calculated by dividing operating profit excluding non-recurring items and goodwill amortization by average operating capital.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(4) |  | Operating profit excluding non-recurring items and goodwill amortization for 2001, 2002 and 2003 excludes non-recurring items of (5.6) million, (176.3) million and
(10.3) million, respectively, and goodwill amortization of 60.2 million, 54.1 million and 43.1 million, respectively.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(5) |  | Operating margin excluding non-recurring items and goodwill amortization for 2001, 2002 and 2003 excludes non-recurring items of (5.6) million, (176.3) million and
(10.3) million, respectively, and goodwill amortization of 60.2 million, 54.1 million and 43.1 million, respectively.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



We believe that our integrated mills, which combine pulp manufacturing with paper production, represent one of our strengths in fine paper production.
Many of our mills that produce fine paper are equipped with sheet cutting facilities, which allow the mills to cut the fine paper to the specifications of the local market. However, compared to the most modern and ideally located fine paper mills,
some of our production units are further away from their key customers and too small to fully benefit from the economies of scale available to larger, more modern mills.



19



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##### Table of Contents

Products



Graphic (Coated Fine) Paper.    Coated fine paper has a pigmented surface layer, which increases the uniformity of the
printing surface and provides improved printing properties, particularly for the reproduction of illustrations. Coated fine paper is used in the production of advertising materials, brochures and high quality books and magazines. We produce coated
fine paper in Finland, Sweden, the United States, Germany and China.



Office (Uncoated Fine) Paper.    Our primary uncoated fine paper products are copy and offset papers, envelope and writing papers, continuous stationery papers and digital printing papers. We produce uncoated fine
paper in Finland, Sweden and the Netherlands.



Speciality
Papers.    Our speciality paper products include flexible packaging papers, technical papers and label papers. Our production facilities for speciality papers are located in Finland, Germany and the United States. The
speciality papers business group within our packaging boards division was created in October 2001 and transferred as a business area to our fine paper division effective on May 1, 2003.



Capital Expenditures



In 2003, we invested 82.4 million to upgrade our paper machine no. 3, 10.6 million for office paper project at the Veitsiluoto mill in Finland
and 6.7 million in a graphic paper project at the Oulu mill in Finland. In addition, we invested 10.7 million in the upgrade of paper machine no. 1 and a further 15.6 million for office paper projects at the Nymölla mill in
Sweden. In 2002, we invested 16.5 million in the rebuilding of paper machine no. 6 at the Oulu mill in Finland. In 2001, we invested 56.7 million in 2001 in the rebuilding of paper machine no. 6 at the Oulu mill in Finland and 22.1
million in the rebuilding of paper machine no. 2 at the Uetersen mill in Germany.



Sales



The following
table describes the deliveries of fine paper by paper grade for the years indicated:



|                             |  |                                 |  |       |  |      
|---------------------------- |  | ------------------------------- |  | ----- |  | -----
|                             |  | For the year ended December 31,
|                             |  | 2001                            |  | 2002  |  | 2003 
|                             |  | (in thousands of metric tons)  
|Graphic (coated) fine paper  |  | 1,918                           |  | 1,826 |  | 1,900
|Office (uncoated) fine paper |  | 1,273                           |  | 1,330 |  | 1,347
|Speciality papers            |  | 257                             |  | 276   |  | 344  
|                             |  |                                 |  |       |  |      
|Total                        |  | 3,448                           |  | 3,432 |  | 3,591
|                             |  |                                 |  |       |  |      



The following table
presents sales of fine paper by geographic area for the year ended December 31, 2003:



|                   |  |      
|------------------ |  | -----
|                   |  | 2003 
|                   |  | (%)  
|Northern Europe    |  | 20.8 
|Continental Europe |  | 40.4 
|North America      |  | 23.4 
|Asia Pacific       |  | 8.1  
|Other              |  | 7.3  
|                   |  |      
|Total              |  | 100.0
|                   |  |      



20



---

##### Table of Contents

Competition



Our principal competitors in the European coated fine paper market are M-real Corporation, Sappi and UPM-Kymmene. Asian Pulp
& Paper Inc. is our principal competitor in Asia. Our principal competitors in the European uncoated fine paper market are Mondi, UPM-Kymmene, International Paper and M-real Corporation. Our principal competitors in the North American market in
coated fine paper are Sappi, MeadWestvaco and International Paper. We do not have operations in the uncoated fine paper market in North America.



The competition in the market for fine paper is principally driven by price and quality considerations.



Merchants



Our paper merchants act as an important link in the distribution of our fine paper products to the graphical industry. Our
paper merchant operation, Papyrus, is the seventh largest paper merchant in Europe. In 2003, paper merchants accounted for five percent of our sales.



Papyrus is the leading paper merchant in the Nordic countries and its primary objective is to leverage that position to become a leading paper merchant in
Europe through e-commerce and exploitation of the Papyrus brand.



The following table presents financial and statistical data regarding our paper merchants product area for the years indicated:



|                                                                                   |  |                                                            |    |  |            |    |  |            |   
|---------------------------------------------------------------------------------- |  | ---------------------------------------------------------- | -- |  | ---------- | -- |  | ---------- | --
|                                                                                   |  | For the year ended December 31,                            |   
|                                                                                   |  | 2001                                                       |    |  | 2002       |    |  | 2003       |   
|                                                                                   |  | (Restated)                                                 |    |  | (Restated) |    |  | (Restated) |   
|                                                                                   |  | ( in millions, except for percentages and personnel data) |   
|Total sales                                                                        |  | 840.3                                                      |    |  | 720.6      |    |  | 627.6      |   
|of which group internal sales                                                      |  | 1.8                                                        |    |  | 1.8        |    |  | 1.8        |   
|Operating profit (loss)                                                            |  | (10.1                                                      | )  |  | (24.7      | )  |  | (8.9       | ) 
|Operating margin                                                                   |  | (1.2                                                       | )% |  | (3.4       | )% |  | (1.4       | )%
|Capital expenditure(1)                                                             |  | 5.0                                                        |    |  | 0.0        |    |  | 25.6       |   
|Average operating capital(2)                                                       |  | 212.0                                                      |    |  | 174.0      |    |  | 152.5      |   
|Operating capital, year-end(3)                                                     |  | 214.2                                                      |    |  | 170.6      |    |  | 159.5      |   
|ROOC(4)                                                                            |  | (3.4                                                       | )% |  | 3.1        | %  |  | (4.3       | )%
|Operating profit (loss) excluding non-recurring items and goodwill amortization(5) |  | (7.3                                                       | )  |  | 5.4        |    |  | (6.7       | ) 
|Operating margin excluding non-recurring items and goodwill amortization(6)        |  | (0.9                                                       | )% |  | 0.7        | %  |  | (1.1       | )%
|Average personnel                                                                  |  | 1,580                                                      |    |  | 1,411      |    |  | 1,254      |   

---

|(1) |  | Includes finance lease on buildings of 21.5 million.
|--- |  | -----------------------------------------------------

|(2) |  | Average operating capital excluding goodwill.
|--- |  | ---------------------------------------------

|(3) |  | Operating capital at year-end including goodwill. Operating capital equals capital employed plus net tax liabilities.
|--- |  | ---------------------------------------------------------------------------------------------------------------------

|(4) |  | ROOC is return on operating capital and is calculated by dividing operating profit excluding non-recurring items and goodwill amortization by average operating capital.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(5) |  | Operating profit (loss) excluding non-recurring items and goodwill amortization for 2001, 2002 and 2003 excludes non-recurring items of 0.0 million, (24.9) million, and
0.0 million, respectively, and goodwill amortization of 2.8 million, 5.2 million and 2.2 million, respectively.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(6) |  | Operating margin excluding non-recurring items and goodwill amortization for 2001, 2002 and 2003 excludes non-recurring items of 0.0 million, (24.9) million, and
0.0 million, respectively, and goodwill amortization of 2.8 million, 5.2 million and 2.2 million, respectively.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



The principal market for our paper merchant operations is Europe, where our customer base is primarily comprised of approximately 35,000 printers. Other
customers include offices and agencies in the public and



21



---

##### Table of Contents

private sectors. In 2003, our products accounted for approximately 35 percent of the product range distributed. Our principal competitors in the geographic
areas where we compete include PaperlinX, Antalis, Igepa, Map and Inapa. Our strength in paper merchant operations is based on the synergistic gains generated from coordination between the distribution and production at the mills.



Packaging Boards



Packaging boards produces materials for packaging applications: consumer packaging boards, graphical boards, corrugated
boxes and containerboards, industrial papers for laminating industry, coreboards and cores.



We are one of the worlds leading producers of consumer packaging boards. Our annual production capacity for packaging boards is 3.3 million metric tons. Our packaging boards product area is made up of the
following principal product units: consumer packaging boards, corrugated board, corrugated board raw materials, coreboard and laminating papers. In 2003, packaging boards accounted for 21 percent of our sales.



The following table presents the capacity of packaging boards by country or
geographic area for the year ended December 31, 2003:



|              |  |     
|------------- |  | ----
|              |  | 2003
|              |  | (%) 
|Finland       |  | 56  
|Sweden        |  | 30  
|Germany       |  | 5   
|Other Europe  |  | 8   
|North America |  | 1   
|              |  |     
|Total         |  | 100 
|              |  |     



Our goal in the
packaging boards product area is to achieve a market share in excess of 25 percent in selected markets and product segments through growth based on innovation and development. Our strategy is to reduce the real price of our packaging board products
for customers by streamlining production and improving productivity. We expect growth within this product area to take place mainly within our existing product portfolio and through our acquisitions and our investments in new green-field operations
in developing markets.



The following table presents financial
and statistical data regarding the packaging boards product area for the years indicated:



|                                                                                   |  |                                                            |   |  |            |   |  |            |  
|---------------------------------------------------------------------------------- |  | ---------------------------------------------------------- | - |  | ---------- | - |  | ---------- | -
|                                                                                   |  | For the year ended December 31,                            |  
|                                                                                   |  | 2001                                                       |   |  | 2002       |   |  | 2003       |  
|                                                                                   |  | (Restated)                                                 |   |  | (Restated) |   |  | (Restated) |  
|                                                                                   |  | ( in millions, except for percentages and personnel data) |  
|Total sales                                                                        |  | 2,671.1                                                    |   |  | 2,720.2    |   |  | 2,761.6    |  
|of which group internal sales                                                      |  | 169.7                                                      |   |  | 148.3      |   |  | 199.1      |  
|Operating profit                                                                   |  | 329.1                                                      |   |  | 332.3      |   |  | 280.5      |  
|Operating margin                                                                   |  | 12.3                                                       | % |  | 12.2       | % |  | 10.2       | %
|Capital expenditure                                                                |  | 294.4                                                      |   |  | 140.5      |   |  | 170.9      |  
|Average operating capital(1)                                                       |  | 2,696.6                                                    |   |  | 2,565.8    |   |  | 2,518.5    |  
|Operating capital, year-end(2)                                                     |  | 2,623.6                                                    |   |  | 2,587.4    |   |  | 2,530.0    |  
|ROOC(3)                                                                            |  | 12.6                                                       | % |  | 13.5       | % |  | 11.6       | %
|Operating profit excluding non-recurring items and goodwill amortization(4)        |  | 339.8                                                      |   |  | 345.3      |   |  | 292.4      |  
|Operating margin profit excluding non-recurring items and goodwill amortization(5) |  | 12.7                                                       | % |  | 12.7       | % |  | 10.6       | %
|Average personnel                                                                  |  | 9,527                                                      |   |  | 9,949      |   |  | 10,068     |  



22



---

##### Table of Contents

---

|(1) |  | Average operating capital excluding goodwill.
|--- |  | ---------------------------------------------

|(2) |  | Operating capital at year-end including goodwill. Operating capital equals capital employed plus net tax liabilities.
|--- |  | ---------------------------------------------------------------------------------------------------------------------

|(3) |  | ROOC is return on operating capital and is calculated by dividing operating profit excluding non-recurring items and goodwill amortization by average operating capital.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(4) |  | Operating profit excluding non-recurring items and goodwill amortization for 2001, 2002 and 2003 excludes non-recurring items of 4.0 million, 0.1 million and 0.0
million, respectively, and goodwill amortization of 6.7 million, 12.9 million and 11.9 million, respectively.
|--- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(5) |  | Operating margin excluding non-recurring items and goodwill amortization for 2001, 2002 and 2003 excludes non-recurring items of 4.0 million, 0.1 million and 0.0
million, respectively, and goodwill amortization of 6.7 million, 12.9 million and 11.9 million, respectively.
|--- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



The principal market for our packaging board products is in Europe but our products are sold worldwide. We believe that our strength in multilayer
consumer packaging boards is based on the broad variety of different fibers used in our products, the recyclability of our products and the high level of vertical integration of our production, especially the proximity to our own pulp resources,
which enables cost-efficient production.



Products



Consumer Boards.    Consumer
packaging boards include liquid packaging boards, cupstock and other cartonboards. Cartonboard is used in a variety of packaging solutions for the food, pharmaceutical, cigarette and cosmetics industries and also for graphical end uses like
postcards, brochures and covers. Cartonboard products include folding boxboard made of primary fiber and white lined chipboard, which is paperboard made of recycled fiber. Our liquid packaging boards are used for packaging of products such as milk,
juices, soups and spices as well as in the manufacture of plastic coated drinking cups and processed food packaging for the fast food industry. We are one of the worlds leading manufacturers of consumer packaging board overall and
Europes largest manufacturer of paper cupstock due in part to our proprietary plastic coating technology and our ability to manufacture board suitable for the different packaging and filling systems of our customers. Our consumer packaging
board production facilities are located in Finland, Sweden, Germany and Spain.



Corrugated Packaging.    Corrugated board is the forest products industrys largest single product sector. Corrugated board is used primarily in transportation packaging and may also be
used in consumer packaging. Corrugated board is produced by combining layers of linerboard and fluting in a corrugated conversion process. Linerboard is paperboard used as the top and bottom layer, around the pleated paperboard fluting, in
corrugated board. We both manufacture the raw materials, linerboard and fluting, and have converting operations. Our corrugated board business area currently produces corrugated packages at our converting plants in Finland, Sweden, Estonia, Latvia,
Lithuania, Hungary and Russia. Our goal is to maintain our position as a leading producer of corrugated board in the Baltic Rim area, which is our principal market for corrugated board.



Corrugated Board Raw Materials.    Corrugated board raw materials are produced in Sweden and
Finland. Principal products include semi-chemical fluting, which is the wave forming material for corrugated board, and white top liner, which is the white outer layer in corrugated board. We sell corrugated board raw materials worldwide.



Cores and Coreboards.    Coreboard,
which is produced from recovered fibers, sometimes combined with a small portion of primary wood pulp, is used to produce paperboard tubes for the paper, textile and plastic-film industries. Global coreboard consumption is estimated at approximately
3.3 million metric tons per annum. We have an annual capacity of 310,000 metric tons of coreboard and are the leading coreboard producer in Europe. Our production of coreboard in Europe is carried out through Corenso United Oy Ltd., a venture with
UPM-Kymmene, in which we hold a 71 percent interest. Corenso has production facilities in Finland, Germany, France, the United Kingdom, Spain, the Netherlands, Sweden, China and the United States. Coreboard is an essential part of our recycling
strategy because waste generated from the consumption of liquid packaging board may be converted into coreboard. See Item 5. Operating and Financial Review and ProspectsRecent DevelopmentsRecent Acquisitions. We have an
annual capacity of 205,000 metric tons of cores.



23



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##### Table of Contents

Laminating Papers.    Our laminating paper products include brown saturated
base kraft papers with and without phenolic resin impregnation used for high-pressure laminates in the manufacture of table tops, other kitchen furniture and floors as well as low-pressure laminates as surface covering for wood-based panels. Our
production facilities for laminating papers are located in Finland and Malaysia.



Capital Expenditure



In
2003, we invested 29.9 million at the Baienfurt mill in Germany to enhance the folding boxboard production and 19.3 million in the new Arzamas corrugated board mill project in Russia. In Sweden, we invested 13.8 million in a
finishing department improvements at the Fors mill and 20 million in the new energy 2005 investment project at the Skoghall mill, which aims to secure the future base for board production at the Skoghall mill and strengthen the mills
energy supply to enable production with low emissions. In 2002, we invested 10.2 million in the improvements of a folding boxboard machine at the Baienfurt mill in Germany and 10.6 million in the finishing department at the Fors mill in
Sweden. We invested 11.2 million in 2001 in the rebuilding of board machine no. 5 at the Imatra mill in Finland.



Sales



The following table describes our deliveries of packaging boards by board or paper grade for the years indicated:



|                                            |  |                                                              |  |       |  |      
|------------------------------------------- |  | ------------------------------------------------------------ |  | ----- |  | -----
|                                            |  | For the year ended December 31,                             
|                                            |  | 2001                                                         |  | 2002  |  | 2003 
|                                            |  | (in thousands of metric tons, except as otherwise indicated)
|Consumer boards                             |  | 2,019                                                        |  | 2,153 |  | 2,302
|Corrugated packaging                        |  | 322                                                          |  | 307   |  | 253  
|Cores                                       |  | 114                                                          |  | 145   |  | 152  
|Coreboards                                  |  | 275                                                          |  | 289   |  | 281  
|Laminating papers                           |  | 149                                                          |  | 161   |  | 170  
|                                            |  |                                                              |  |       |  |      
|Total                                       |  | 2,765                                                        |  | 2,910 |  | 3,006
|                                            |  |                                                              |  |       |  |      
|Corrugated board, millions of square meters |  | 434                                                          |  | 484   |  | 500  



Set forth below are
sales of packaging boards by geographic area for the year ended December 31, 2003:



|                   |  |      
|------------------ |  | -----
|                   |  | 2003 
|                   |  | (%)  
|Northern Europe    |  | 26.2 
|Continental Europe |  | 54.1 
|North America      |  | 2.8  
|Asia Pacific       |  | 8.4  
|Other              |  | 8.5  
|                   |  |      
|Total              |  | 100.0
|                   |  |      



Competition



Our principal competitors in the consumer packaging board
market are International Paper, MeadWestvaco, Korsnäs, Frövifors, M-real, Iggesund, Mayr Melnhof and Reno de Medici. Our principal competitors in the corrugated board market are Kappa Holding BV, Smurfit and SCA. Our principal competitor
in the coreboard area is Sonoco Products Company. Our principal competitors in laminating papers are MeadWestvaco and International Paper.



24



---

##### Table of Contents

Forest Products



In connection with the reorganization of our operations in May 2003, our timber and forest divisions and the pulp competence center were merged to form
the new forest products product area, which operates through the wood products and wood supply Europe divisions. It enables better coordination between sawmilling, pulping and wood procurement by integrating the wood supply activities in Europe and
optimizing the global wood flows.



Wood Products



Product range of our wood products division includes rough and semi-finished
sawn and processed wood products and components. Focus is on mass customized value-added products, like planed, finger jointed, glued, stress graded, special dried and special measured or profiled products.



We are the second largest producer of sawn softwood in the world, operating
25 sawmills and 22 further processing sites in ten countries, and are the leading European supplier of sawn timber to North America and Asia. Our aggregate annual sawmilling capacity is 7.4 million cubic meters of sawn redwood and whitewood. In
2003, wood products accounted for 8.9 percent of our sales. The main markets for our sawn and further-processed wood products are in Europe, which covers 55 percent of all of our sales. Asia covers 29 percent, North Africa and Middle East 11 percent
and North America five percent of our sales. Our annual production capacity of sawn wood products is 7.4 million cubic meters, of which 2.8 million cubic meters are value-added products.



The following table presents the capacity of wood products by country for the year ended December 31, 2003:



|               |  |     
|-------------- |  | ----
|               |  | 2003
|               |  | (%) 
|Finland        |  | 31  
|Austria        |  | 23  
|Sweden         |  | 15  
|Czech Republic |  | 11  
|Estonia        |  | 12  
|Other Europe   |  | 8   
|               |  |     
|Total          |  | 100 
|               |  |     



Our wood products
product range is one of the most important elements of our fiber strategy. Our fiber strategy secures high quality, cost competitive raw materials from socially and environmentally sustainable sources. The aim of the strategy is to reduce raw
material costs, which currently account for 20 percent of our costs, support our fiber requirements profitably and to serve customers in selected construction and interior decoration market segments worldwide. We will focus on achieving economies of
scale, mill specialization and an increase in on-line, value-added, further processing of our products.



25



---

##### Table of Contents

The following table sets forth selected financial and statistical data regarding our wood products group
for the years indicated:



|                                                                            |  |                                                            |   |  |            |   |  |            |  
|--------------------------------------------------------------------------- |  | ---------------------------------------------------------- | - |  | ---------- | - |  | ---------- | -
|                                                                            |  | For the year ended December 31,                            |  
|                                                                            |  | 2001                                                       |   |  | 2002       |   |  | 2003       |  
|                                                                            |  | (Restated)                                                 |   |  | (Restated) |   |  | (Restated) |  
|                                                                            |  | ( in millions, except for percentages and personnel data) |  
|Total sales                                                                 |  | 1,180.5                                                    |   |  | 1,235.2    |   |  | 1,400.0    |  
|of which group internal sales                                               |  | 90.3                                                       |   |  | 95.8       |   |  | 105.4      |  
|Operating profit                                                            |  | 4.2                                                        |   |  | 30.1       |   |  | 6.5        |  
|Operating margin                                                            |  | 0.4                                                        | % |  | 2.4        | % |  | 0.5        | %
|Capital expenditure                                                         |  | 64.4                                                       |   |  | 53.5       |   |  | 141.9      |  
|Average operating capital(1)                                                |  | 392.8                                                      |   |  | 408.4      |   |  | 522.8      |  
|Operating capital, year-end(2)                                              |  | 549.0                                                      |   |  | 533.8      |   |  | 811.9      |  
|ROOC(3)                                                                     |  | 3.0                                                        | % |  | 10.9       | % |  | 5.1        | %
|Operating profit excluding non-recurring items and goodwill amortization(4) |  | 11.6                                                       |   |  | 44.5       |   |  | 26.5       |  
|Operating margin excluding non-recurring items and goodwill amortization(5) |  | 1.0                                                        | % |  | 3.6        | % |  | 1.9        | %
|Average personnel                                                           |  | 3,644                                                      |   |  | 3,745      |   |  | 4,626      |  

---

|(1) |  | Average operating capital excluding goodwill.
|--- |  | ---------------------------------------------

|(2) |  | Operating capital at year-end including goodwill. Operating capital equals capital employed plus net tax liabilities.
|--- |  | ---------------------------------------------------------------------------------------------------------------------

|(3) |  | ROOC is return on operating capital and is calculated by dividing operating profit excluding non-recurring items and goodwill amortization by average operating capital.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(4) |  | Operating profit excluding non-recurring items and goodwill amortization for 2001, 2002 and 2003 excludes non-recurring items of 0.0 million, 0.0 million and 0.0
million, respectively, and goodwill amortization of 7.4 million, 14.4 million and 20.0 million, respectively.
|--- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(5) |  | Operating margin excluding non-recurring items and goodwill amortization for 2001, 2002 and 2003 excludes non-recurring items of 0.0 million, 0.0 million and 0.0
million, respectively, and goodwill amortization of 7.4 million, 14.4 million and 20.0 million, respectively.
|--- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



In 2001, we acquired the outstanding 26.5 percent minority holding of Stora Enso Timber Oy Ltd (Stora Enso Timber) from the Austrian company
SPB Beteiligungsverwaltung GmbH. In February 2003, we completed the acquisition of 66 percent of the shares in AS Sylvester, the leading sawmilling and wood procurement company in Estonia, and 100 percent of the shares in the wood procurement
subsidiary of Sylvester for an aggregate purchase price of 122.6 million. Following the completion of the acquisition, the sawmilling operations of AS Sylvester became Stora Enso Timber AS. Stora Enso Timber AS operates six sawmills in Estonia
and Latvia. We aim to provide further opportunities through these acquisitions for our sawmilling operations to realize the overall development potential of Stora Enso Timber.



We believe that the key strengths of our wood product area include the specialization of our sawmills, each of which
concentrates on either spruce or pine milling, and the proximity of our sawmills to our paper and board mills, both of which improve efficiency.



Products



Our Nordic sawmills produce timber products used for the joinery and construction industries worldwide. Our sawmills are located in close proximity to our
paper and board mills. The production of timber products complements our paper and board manufacturing operations as by-products of the sawmill operations are used by other divisions to manufacture paper or as an energy source for manufacturing
processes.



Capital Expenditure



In 2003, we invested 10.7 million in the completion of a new sawmill
at Pitkäranta in Russia. We also invested 6.2 million in the construction of a second sawmill at Neblochi in Russia. Our principal projects in 2002 and 2001 were the modernizations of the Ala, Kopparfors and Gruvön sawmills in
Sweden.



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Sales



The following table describes our wood products deliveries by timber grade for the years indicated:



|                        |  |                                 |  |       |  |      
|----------------------- |  | ------------------------------- |  | ----- |  | -----
|                        |  | For the year ended December 31,
|                        |  | 2001                            |  | 2002  |  | 2003 
|                        |  | (in thousands of cubic meters) 
|Nordic whitewood        |  | 1,449                           |  | 1,392 |  | 1,344
|Nordic redwood          |  | 1,466                           |  | 1,681 |  | 1,514
|Central European timber |  | 1,945                           |  | 2,039 |  | 2,964
|                        |  |                                 |  |       |  |      
|Total                   |  | 4,860                           |  | 5,112 |  | 5,822
|                        |  |                                 |  |       |  |      



Competition



Our principal competitors in the European sawmilling
sector are UPM-Kymmene, Finnforest, AssiDomän and Svenska Cellulosa. In Japan, we compete with all major forest products groups in timber products.



Wood Supply Europe



Stora Ensos wood supply business areas are located in the Baltic states, Continental Europe, Finland, Russia and Sweden. Wood Supply Europe procures
and supplies about 40 million cubic meters of wood annually for our own mills in Europe.



Historically, we have satisfied a significant portion of our wood procurement needs from our own forest holdings. However, after the divestment of our forest land in Finland in 2002 and in Sweden in 2004, we currently
procure wood from Finland, Sweden, the Baltic countries and Russia, where we purchase wood and have felling rights, which are contracts permitting us to harvest wood on land owned by third parties.



In 2003, our total wood consumption in Finland and Sweden amounted to 41
million solid cubic meters, of which 31 million solid cubic meters was Nordic wood and 10 million solid cubic meters was imported from outside Finland and Sweden. A total of 4.7 million solid cubic meters of wood, with a stumpage value of 122
million, was obtained from our own forests. For a discussion of our guidelines regarding our wood procurement activities, see Item 4. Information on the CompanyEnvironmental Matters. In 2003, Wood Supply Europe accounted for four
percent of our sales.



The goal of our wood procurement
operations is to secure an undisturbed supply of wood raw materials for our operations using environmentally sustainable methods. As part of this goal, our wood procurement operations seek to develop greater coordination between our wood procurement
operations in the Nordic countries and continental Europe.



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The following table presents financial and statistical data regarding our Wood Supply Europe for the
years indicated:



|                                                                            |  |                                                            |   |  |            |   |  |            |  
|--------------------------------------------------------------------------- |  | ---------------------------------------------------------- | - |  | ---------- | - |  | ---------- | -
|                                                                            |  | For the year ended December 31,                            |  
|                                                                            |  | 2001                                                       |   |  | 2002       |   |  | 2003       |  
|                                                                            |  | (Restated)                                                 |   |  | (Restated) |   |  | (Restated) |  
|                                                                            |  | ( in millions, except for percentages and personnel data) |  
|Total sales                                                                 |  | 1,825.6                                                    |   |  | 1,958.7    |   |  | 2,074.3    |  
|of which group internal sales                                               |  | 1,372.0                                                    |   |  | 1,514.7    |   |  | 1,581.7    |  
|Operating profit                                                            |  | 87.2                                                       |   |  | 120.5      |   |  | 116.5      |  
|Operating margin                                                            |  | 4.8                                                        | % |  | 6.1        | % |  | 5.6        | %
|Capital expenditure                                                         |  | 21.2                                                       |   |  | 24.9       |   |  | 20.2       |  
|Average operating capital(1)                                                |  | 1,263.6                                                    |   |  | 1,090.0    |   |  | 1,352.5    |  
|Operating capital, year-end(2)                                              |  | 1,272.8                                                    |   |  | 906.2      |   |  | 1,798.8    |  
|ROOC(3)                                                                     |  | 6.9                                                        | % |  | 8.7        | % |  | 8.6        | %
|Operating profit excluding non-recurring items and goodwill amortization(4) |  | 87.2                                                       |   |  | 94.6       |   |  | 116.5      |  
|Operating margin excluding non-recurring items and goodwill amortization(5) |  | 4.8                                                        | % |  | 4.8        | % |  | 5.6        | %
|Average personnel                                                           |  | 2,176                                                      |   |  | 2,265      |   |  | 2,599      |  

---

|(1) |  | Average operating capital excluding goodwill.
|--- |  | ---------------------------------------------

|(2) |  | Operating capital at year-end including goodwill. Operating capital equals capital employed plus net tax liabilities.
|--- |  | ---------------------------------------------------------------------------------------------------------------------

|(3) |  | ROOC is return on operating capital and is calculated by dividing operating profit excluding non-recurring items and goodwill amortization by average operating capital.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(4) |  | Operating profit excluding non-recurring items and goodwill amortization for 2001, 2002 and 2003 excludes non-recurring items of 0.0 million, 25.9 million and 0.0
million, respectively.
|--- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(5) |  | Operating margin excluding non-recurring items and goodwill amortization for 2001, 2002 and 2003 excludes non-recurring items of 0.0 million, 25.9 million and 0.0
million, respectively.
|--- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



We own approximately 0.1
million hectares (approximately 0.25 million acres) of forest, consisting of limited forest holdings in Canada, Portugal and certain other countries. We lease 0.6 million hectares (approximately 1.5 million acres) of forest land, mostly in Nova
Scotia, Canada.



In July 2002, we transferred a total of
approximately 600,000 hectares (approximately 1.5 million acres) of our forest land and related operations in Finland to a newly-formed company Tornator Oy and reorganized our forest holding subsidiary Tornator Forest Oy. In December 2002, we
transferred the shares in Tornator Forest Oy to Tornator Timberland Oy, a newly-formed company, in exchange for shares in Tornator Timberland Oy. We currently hold 41 percent of the shares in Tornator Timberland Oy and the remaining 59 percent is
held by Finnish institutional investors. In December 2002, we sold Tornator Oy to Tornator Timberland Oy. As a result of the sale, we recorded a gain of 25.9 million. We have entered into a long-term wood procurement agreement with Tornator Oy
and Tornator Forest Oy, according to which they will sell us approximately 1.5 million cubic meters of wood annually.



In December 2002, we sold a total of approximately 125,000 hectares (approximately 300,000 acres) of our forest land in the United States to Plum Creek
Timber Company, Inc. for $141 million (149.1 million). As a result of the sale, we recorded a gain of approximately $46.8 million (49.5 million).



In March 2004, we completed the restructuring of our ownership of forest land in Sweden. Pursuant to the restructuring, a total of approximately 1.5
million hectares (approximately 3.7 million acres) of our Swedish forest land and the Swedish forest land of Korsnäs AB, a Swedish forest industry company controlled by Kinnevik Group, were transferred to a newly-formed company Bergvik Skog AB.
Stora Enso and Korsnäs retained minority shareholdings of 43.3 percent and five percent, respectively, in Bergvik Skog. The rest of the companys shares were sold to institutional investors. Bergvik Skog was also financed with a syndicated
bank



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##### Table of Contents

loan. As a result of the sale, we recorded a gain of 113 million. We have entered into a long-term wood procurement agreement with Bergvik Skog,
according to which it will sell us approximately 4.5 million cubic meters of wood annually.



Also in March 2004, we sold 146,000 hectares of our forest land in Ontario, Canada.



We also own plantations in Brazil through a 50/50 joint venture and have established plantations in South-East Asia. Stora Enso Celbi, our Portuguese
forest operations, comprises 45,000 hectares (approximately 110,000 acres) of eucalyptus.



Our pulp competence centre focuses on sharing and coordinating chemical pulp-related knowledge and strategic development of our pulping assets. It comprises about 30 experts located in Karlstad and Skutskär,
Sweden and Imatra, Finland. Its main activities are supporting the operational performance and technical development of our chemical pulp mills through research and development programs and knowledge sharing activities.



Capital Expenditures



In 2003, a major investment program was in progress at all of our mills in
Estonia and Latvia, including several projects to add product value by increasing the kiln drying and further processing the capacity of the mills. The total investment is estimated to be approximately 30 million and, as a result of the
investment, the aggregate annual capacity of the mills will be raised to over one million cubic meters of sawn wood products. In 2003, our investments in the Baltic countries totaled 32.2 million. Our principal projects in 2002 and 2001 were
the modernizations of the Ala, Kopparfors and Gruvön sawmills in Sweden.



Seasonality



Demand for our
products does not depend on the seasons in any material way. Seasonal variations affect our manufacturing activities in Finland, due to the seasonal holiday shutdowns in late June and around the Christmas period. Our manufacturing activities outside
of Finland do not substantially fluctuate due to the seasons.



Raw Materials



Pulp



The principal raw material required in the manufacture of
paper and board products is pulp, which is in turn made from wood or recycled fiber. Different types of paper and board products are produced with the appropriate type of pulp and chemicals as their principal raw materials.



We consume internally a majority of the pulp we produce, but we also sell a
portion of it to third parties. Pulp sold to third parties is called market pulp. Because some of our paper mills are not located near our pulp mills, we also purchase market pulp from third parties. We produced 5,024,000 metric tons of chemical
pulp in 2003. We consumed 4,846,000 metric tons of this amount internally for the production of paper and board and sold the remainder to third parties. We were a net seller of pulp in 2003, with sales exceeding purchases by 178,000 metric tons.



Only a limited portion of the pulp we produce is made with
wood from our own forest lands. Currently, we have limited forest holdings in Canada and Portugal and certain other countries. During the recent past, we have sold our forest lands in Finland and Sweden and part of our forest lands in the United
States and Canada. See Item 5. Operating and Financial Review and ProspectsRecent DevelopmentsRecent Divestitures. Approximately 13 percent of the wood used in our production of pulp in 2003 was harvested from our own forest
lands. We purchase other raw materials on the world market from multiple sources of supply, including various chemicals and minerals, such as calcium carbonate, kaolin, latex, optical whitener, starch and hydrogen peroxide.



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Long-fiber chemical pulp, made of spruce or pine, is used to manufacture paper requiring superior
strength, like magazine paper. Short-fiber chemical pulp, made of birch, beech or eucalyptus, is used primarily in fine papers and boards. Fluff pulp, which is produced by dry defibration and takes on a cotton-like appearance, is used in absorbent
materials such as feminine hygiene products and diapers.



The
following table presents our total production of pulp, the portion of our production we used internally and the portion we sold to third parties, our purchases of market pulp and the resulting balance in 2003.



|                          |  |                               |   |  |                   |   |  |            |  |            |  
|------------------------- |  | ----------------------------- | - |  | ----------------- | - |  | ---------- |  | ---------- | -
|                          |  | Long- fiber pulp              |   |  | Short- fiber pulp |   |  | Fluff pulp |  | Total Pulp |  
|                          |  | (in thousands of metric tons) |  
|Production                |  |                               |   |  |                   |   |  |            |  |            |  
|Own mills                 |  | 2,295                         |   |  | 2,363             |   |  | 201        |  | 4,859      |  
|Associated mills (Sunila) |  | 165                           |   |  |                  |   |  |           |  | 165        |  
|                          |  |                               |   |  |                   |   |  |            |  |            |  
|Total                     |  | 2,460                         |   |  | 2,363             |   |  | 201        |  | 5,024      |  
|Deliveries to own mills   |  | (2,008                        | ) |  | (2,165            | ) |  |           |  | (4,173     | )
|                          |  |                               |   |  |                   |   |  |            |  |            |  
|Deliveries externally     |  | 452                           |   |  | 198               |   |  | 201        |  | 851        |  
|Purchases                 |  | (222                          | ) |  | (451              | ) |  |           |  | (673       | )
|                          |  |                               |   |  |                   |   |  |            |  |            |  
|Pulp balance              |  | 230                           |   |  | (253              | ) |  | 201        |  | 178        |  
|                          |  |                               |   |  |                   |   |  |            |  |            |  



We sold 851,000 metric
tons of pulp to third parties in 2003, compared to pulp sales of 823,000 metric tons in 2002 and 822,000 metric tons in 2001.



Our pulp mills operate under product areas. The Celbi mill in Portugal and the Skutskär mill in Sweden are currently part of the fine paper product
area, the Norrsundet mill in Sweden, the Kemijärvi mill in Finland and the Sunila joint venture in Finland are part of the publication paper product area and the Enocell mill in Finland is part of the packaging boards product area.



In May 2003, we, together with Aracruz Celulose S.A., announced our
decision to proceed with the construction of an eucalyptus pulp mill with an annual capacity of 900,000 metric tons for Veracel Celulose S.A. in Bahia, Brazil. We will be entitled to one-half of the mills output.



Energy



Electricity is a significant component of our production costs, especially in the production of mechanical pulp where
electricity accounts for up to 20 percent of variable costs. As a result, we own power plants located at our mills and hold substantial interests in affiliated power generators to secure a portion of our electricity needs.



The following table sets forth our total electricity procurement and
electricity consumption in 2003:



|                              |  |         |  |        |  |             |  |              |  |      |  |      
|----------------------------- |  | ------- |  | ------ |  | ----------- |  | ------------ |  | ---- |  | -----
|                              |  | Finland |  | Sweden |  | OtherEurope |  | NorthAmerica |  | Asia |  | Total
|                              |  | (Twh)  
|Electricity production:(1)    |  |         |  |        |  |             |  |              |  |      |  |      
|CHP (Combined heat and power) |  | 4.0     |  | 1.2    |  | 1.8         |  | 1.1          |  | 0.03 |  | 8.1  
|Hydropower                    |  | 0.3     |  | 0.0    |  | 0.0         |  | 0.1          |  | 0.0  |  | 0.4  
|Nuclear power                 |  | 1.3     |  | 0.0    |  | 0.0         |  | 0.0          |  | 0.0  |  | 1.3  
|Other sources                 |  | 0.9     |  | 0.0    |  | 0.0         |  | 0.1          |  | 0.0  |  | 0.9  
|                              |  |         |  |        |  |             |  |              |  |      |  |      
|Total                         |  | 6.5     |  | 1.2    |  | 1.8         |  | 1.2          |  | 0.03 |  | 10.7 
|External purchasing           |  | 1.5     |  | 4.9    |  | 3.4         |  | 3.8          |  | 0.08 |  | 13.64
|                              |  |         |  |        |  |             |  |              |  |      |  |      
|Total procurement             |  | 8.0     |  | 6.0    |  | 5.2         |  | 4.9          |  | 0.12 |  | 24.3 
|                              |  |         |  |        |  |             |  |              |  |      |  |      
|Stora Enso mill consumption   |  | 7.7     |  | 5.9    |  | 4.5         |  | 4.8          |  | 0.12 |  | 23.0 
|External sales                |  | 0.3     |  | 0.03   |  | 0.7         |  | 0.0          |  | 0.0  |  | 1.0  

---

|(1) |  | The electricity supplied by our own power plants or obtained as a result of ownership interests in power companies.
|--- |  | -------------------------------------------------------------------------------------------------------------------



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Marketing



We distribute our
products through our own global marketing network with representatives in Europe, North and South America, Asia, Australia and Africa. Our marketing network is made up of more than 30 sales companies and a number of third party sales agents
throughout the world.



Our marketing network markets all of our
products, providing customers with one-stop-shopping. The fine paper and sawn timber product areas also distribute a portion of their products through their own sales channels. Our marketing and sales network consists of customer
representatives, who are stationed in the sales companies and are responsible for day-to-day service contacts with customers, and product specialists, who are stationed at the mills and provide support services to the customer representatives and
facilitate client contacts. Papyrus, our fine paper merchant chain, distributes our fine paper products for use in graphic printing. In addition, our wholly-owned subsidiaries, including Puumerkki Oy and Stora Enso Timber, sell timber products on
both a wholesale and retail basis. We sell market pulp through our wholly-owned subsidiaries.



Intellectual Property



We hold a
number of patents in Finland, Sweden, the United States and other countries, mostly in the areas of bio-bleaching, forestation and liquid and food packaging. We intend to maintain our patents and to file applications for any inventions, which we
deem important to our business operations. Consistent with the industry in which we operate, our operations are not dependent to a significant extent on our patents.



Transportation and Logistics



We
are one of Europes largest consumers of transportation services by volume. While we manage the transport and distribution of our products internally, we utilize services of various suppliers in the transport field. Transportation costs, a
significant portion of which is outsourced, represented approximately ten percent of our 2003 sales. We select transportation service providers based on long-term cost efficiency, quality, customer requirements, flexibility and environmental
awareness.



Transport from the Nordic region is handled through
various means, including by sea, truck and rail. Goods from our Central European mills are transported and distributed on the European continent primarily by truck. In 2000, we introduced BasePort, a new transport system for our Swedish exports. One
key component of the new system is an intermodal carrier for use in shipments by rail and sea. Another key component on the sea route between Gothenburg, Sweden, and Zeebrugge, Belgium, are the new roll-on/roll-off vessels, which are ships that
permit direct vehicle loading. We will implement the BasePort system gradually over a five-year period. We expect the system to result in cost-savings in transport efficiency, a reduction in emissions and energy consumption per unit weight of goods
by nearly one-half, and improved customer service.



In November
2003, we entered into a new long-term agreement with Forth Ports PLC for provision of a new paper terminal facility at the Port of Tilbury, outside of London in the United Kingdom. The 15-year agreement enables us to use the Port of Tilbury as our
southern entry port in the United Kingdom, for handling newsprint and other paper products from Sweden and Finland.



Environmental Matters



Environmental Regulation



Operation of
Production Facilities.    We operate in an industry which is subject to comprehensive environmental regulation and governmental supervision. Environmental standards are established by regulatory and administrative norms and
environmental permits and licenses. Violations of these regulations and permits could result in fines, injunctions, including orders to cease the violating operations and to improve, or pay for the improvement of, the condition of the environment in
the affected area, or other penalties. Environmental permits



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are subject to modification and revocation by the issuing authorities and must be periodically updated. Management believes that we are in substantial
compliance with the environmental laws and regulations applicable to us and that, in general, our discharges and emissions are within or well below levels established by regulation or permits. In those cases where permit limits are exceeded or other
infractions occur, we take prompt action to correct the situation, working cooperatively with the authorities.



We invest substantial capital resources on environmental compliance and monitoring of the environment. In 2003, we spent 254 million on capital
expenditures and operating and maintenance costs relating to environmental compliance, compared to 250 million in 2002 and 235 million in 2001. The variability in our capital expenditure and operating and maintenance costs for
environmental compliance is attributable to the fact that our capital projects for such matters are generally large, though few in number. We expect these amounts generally to decrease over time as capital projects are completed. In addition, we
routinely incur costs for the remediation of environmental conditions at our various facilities. Our major current remediation projects include decommissioning activities at the Falun mine in Sweden, the clean-up of mercury contamination at the
former chloralkali plant at Skoghall in Sweden, the final safe disposal of mercury at the Skutskär harbor in Sweden and the remediation of soil contamination by chlorophenoles, dioxins and furanes at the former Pateniemi sawmill in Oulu,
Finland. We estimate that our future liabilities relating to our past practices and those of our predecessors will total approximately 47 million.



The Clean Air Act Amendments of 1990 establish Maximum Achievable Control Technology (MACT) standards to reduce air emissions of hazardous air
pollutants. The MACT standards for different industrial categories are being developed by the U.S. Environmental Protection Agency (EPA). On April 15, 1998, the EPA issued MACT regulations governing air emissions and water emissions from
the pulp and paper industry, known as the Cluster Rules. Compliance with various phases of the Cluster Rules is expected to reduce the industrys toxic air pollutant emissions and virtually eliminate all dioxin discharged from pulp, paper and
paperboard mills into rivers and other surface waters. We are in compliance with the first phase of such rules, which became effective on April 15, 2001. The second phase of such rules will become effective on April 17, 2006. We are also in
compliance with the MACT regulations applicable to kraft pulp mill, lime kiln, recovery boiler and smelt dissolving tank sources which became effective on March 13, 2004. Compliance with the paper and other web coating MACT standards will be
required by December 5, 2005. We are not anticipating significant expenditures to comply with the paper and other web coating MACT standards. On February 27, 2004, EPA signed the industrial boiler MACT regulations. The rule is expected to be
published in the U.S. Federal Register during the summer of 2004 and the required compliance is expected to be three years after the effective date (i.e., in 2007). These new regulations will impact the 11 solid fuel boilers in our operations in the
United States. We are currently conducting a detailed review of the rule and developing a compliance plan and schedule. The rule does contain significant recordkeeping and monitoring requirements.



On March 21, 2000, the EPA issued a notice of violation and a finding of
violation to our Wisconsin Rapids pulp mill alleging violations of the Prevention of Significant Deterioration and New Source Performance Standard requirements of the Clean Air Act, relating to projects implemented at the mill between 1983 and 1991.
EPA is seeking a penalty of $7.85 million and the installation of additional air pollution control equipment. The mill is continuing to defend against these allegations.



On July 11, 2002, the EPA issued a notice of violation and a finding of violation to the Niagara mill alleging violations of
the Prevention of Significant Deterioration and New Source Performance Standard requirements of the Clean Air Act, relating to projects implemented at the mill from 1995 to 1997. The mill has provided the EPA with all information requested and
continues to defend against the allegations.



Forestry and
Wood Procurement.    Forest and environmental protection legislation in Finland and Sweden places equal importance on both the ecological and social sustainability of forests and sustainability for commercial utilization.
Much of the environmental legislation to which we are subject is intended to preserve natural biodiversity. We strive to gain acceptance and recognition for our forest management and wood



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procurement practices through certification by independent parties. In 2003, approximately 45 percent of all the wood used by us (excluding externally
purchased chips) came from certified forests. Our wood procurement operations in the United States received ISO 14001 certification in 2002, while our Canadian wood procurement has been operating with an ISO 14001 certificate since 1998.



We do not purchase wood from protected areas or areas in the process of
designation for protection, unless purchases are clearly in line with the relevant conservation regulations and goals. We seek to conduct our wood procurement from other areas with significant conservation value in line with official conservation
plans. Our target is to purchase fiber only from sources that are fully acceptable in sustainability terms, and recognized as such by all stakeholders. Our wood traceability system covered 98 percent of our wood supply at the end of 2003.



Content of Recycled Fiber.    In
recent years, forest products companies have been subject to increasing pressure to use renewable resources in the manufacture of their products and to manufacture recyclable products. In some jurisdictions where we operate, legislation has been
enacted to require minimum levels of recycled fiber in forest industry products. In 2003, we used approximately 2.1 million metric tons of recycled paper in the manufacture of our products.



Environmental Management



Environmental matters are an integral part of our operations and corporate
planning. We have adopted a policy regarding environmental and social responsibility in which we commit ourselves to developing our business in accordance with the principles of ecological, social and economic sustainability. The policy stresses the
importance of renewable and recycled raw materials in production. We are committed to increased transparency and strict adherence with environmental legislation, as well as to the various other standards and customs in each country where we operate,
with an aim to go beyond these norms when possible.



Our Total
Quality Management system serves as a link between our environmental policies and environmental protection and acts as an umbrella for a wide range of management areas, including environmental management systems (EMAS and ISO 14001). By March 2003,
100 percent of our pulp, paper and board production capacity was covered by EMAS environmental management systems (the EU Eco Management and Audit Scheme) and/or ISO 14001 certification. We believe that attention to environmental issues and
introduction of environmental management systems will enhance our interaction with various interest groups, increase employee participation and generally promote our environmental awareness.



In 2003, the environmental parameters, which generally follow production
levels, were higher than in 2002. Although our production increased overall, we made occasional production curtailments, which resulted in slightly higher emission levels than what would have occurred if production had continued steadily at full
capacity. In 2003, as compared to 2002, emissions of SO2, NOx and fossil CO2increased marginally more than production. In specific terms (metric tons of emissions per metric tons of production of pulp, paper and board), the
increase of emissions was between 1.1 percent to 1.7 percent. However, in 2003, as compared to 2002, discharges of COD and AOX increased by 7.8 percent and 10.8 percent, respectively, principally due to the operational problems with external
effluent treatment plants. In 2003, land filling of solid waste increased by eight percent as compared to 2002. Due to our significant improvements in the reduction of land filling in the recent years, including a 25 percent reduction in 2002, the
performance on land filling is currently at a level where annual fluctuations in performance affect the overall performance more than single improvements. The increase in land fillings in 2003 was principally due to our sludge handling problems,
which called for the temporary intermediate storage of sludge for later treatment, and our reduced need for ash for internal construction purposes.



In 2003, we had the highest total score among paper and forest companies in the Dow Jones sustainability indexes, DJSI World and DJSI STOXX.



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Significant Subsidiaries



Stora
Enso Oyj, our parent company, holds approximately 18 percent of the operating assets of the Stora Enso group, including packaging board and fluting mills in Imatra and Heinola in Finland, fine paper mills in Imatra, Oulu, Kemi and Varkaus in
Finland, and a magazine paper mill in Kemi in Finland. Our subsidiaries conduct the substantial majority of the operations of the Stora Enso group and directly own the substantial majority of the assets of the Stora Enso group.



We have the following significant subsidiaries:



| |  |  | Stora Enso North America Corp. is a holding company for our operations in North America. It is incorporated in the United States and has its registered office in Wisconsin
Rapids, Wisconsin. It has issued share capital of $2,546 million and paid us no dividends in the year ended December 31, 2003. Our parent company owns all of the issued and outstanding shares of Stora Enso North America Corp.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Stora Enso AB is the holding company for the shares in our Swedish companies. It is incorporated in Sweden and has its registered office in Falun. It has issued share capital
of SEK 1,000 million. It acquired all the remaining assets of Stora Kopparbergs Bergslags AB, a wholly-owned subsidiary of our parent company, in June 2003. Before the acquisition, Stora Kopparbergs Bergslags AB paid us dividends of SEK 15,000
million. Stora Enso AB paid us no dividend in the year ended December 31, 2003. Our parent company owns all of the issued and outstanding shares of Stora Enso AB.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Stora Enso Beteiligungen GmbH is a holding company for our operations in Germany. It is incorporated in Germany and has its registered office in Düsseldorf. It has
issued share capital of 106.2 million. Stora Kopparbergs Bergslags AB sold all the outstanding shares of Stora Enso Beteiligungen GmbH to our parent company in June 2003. Stora Enso Beteiligungen GmbH paid no dividends to Stora Kopparbergs
Bergslags AB or to our parent company in the year ended December 31, 2003.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Property, Plants and Equipment



We own our registered office located at Kanavaranta 1, Helsinki, Finland. We rent our other principal executive office in Stockholm and our international office in London. We generally own our manufacturing facilities. In addition to
manufacturing facilities, we own a number of other facilities, including warehouses, distribution centers and shipping terminals.



The following table lists our principal manufacturing facilities:



|                  |  |               |  |                                                                |  |                                           
|----------------- |  | ------------- |  | -------------------------------------------------------------- |  | ------------------------------------------
|Mill              |  | Location      |  | Grade/Product                                                  |  | Capacity in 2003(thousands of metric tons)
|Publication Paper |  |               |  |                                                                |  | 8,035                                     
|Anjala            |  | Finland       |  | Machine finished coated, Newsprint, Book                       |  | 530                                       
|Biron             |  | United States |  | Light-weight coated                                            |  | 320                                       
|Corbehem          |  | France        |  | Light-weight coated                                            |  | 495                                       
|Duluth            |  | United States |  | Supercalendered                                                |  | 220                                       
|Hylte             |  | Sweden        |  | Newsprint                                                      |  | 840                                       
|Kabel             |  | Germany       |  | Light-weight coated, medium-weight coated, heavy-weight coated |  | 620                                       
|Kimberly          |  | United States |  | Light-weight coated                                            |  | 130                                       
|Kotka             |  | Finland       |  | Machine finished coated                                        |  | 150                                       
|Kvarnsveden       |  | Sweden        |  | Supercalendered, Newsprint                                     |  | 730                                       
|Langerbrugge      |  | Belgium       |  | Supercalendered, Newsprint, Improved newsprint, Directory      |  | 565                                       
|Maxau             |  | Germany       |  | Supercalendered                                                |  | 610                                       
|Niagara           |  | United States |  | Light-weight coated                                            |  | 220                                       
|Port Hawkesbury   |  | Canada        |  | Supercalendered                                                |  | 555                                       
|Reisholz          |  | Germany       |  | Supercalendered                                                |  | 215                                       



34



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|                                |  |                 |  |                                                                          |  |                                           
|------------------------------- |  | --------------- |  | ------------------------------------------------------------------------ |  | ------------------------------------------
|Mill                            |  | Location        |  | Grade/Product                                                            |  | Capacity in 2003(thousands of metric tons)
|Sachsen                         |  | Finland         |  | Newsprint, Directory                                                     |  | 330                                       
|Summa                           |  | Finland         |  | Machine finished, Newsprint, Improved newsprint                          |  | 405                                       
|Varkaus                         |  | Finland         |  | Directory, Improved newsprint, Newsprint                                 |  | 290                                       
|Veitsiluoto                     |  | Finland         |  | Light-weight coated, medium-weight coated                                |  | 435                                       
|Whiting                         |  | United States   |  | Light-weight coated                                                      |  | 220                                       
|Wolfsheck                       |  | Germany         |  | Supercalendered, wallpaper base                                          |  | 155                                       
|                                |  |                 | 
|Fine Paper                      |  |                 |  |                                                                          |  | 4,400                                     
|Berghuizer                      |  | The Netherlands |  | Wood free uncoated                                                       |  | 220                                       
|Grycksbo                        |  | Sweden          |  | Wood free coated                                                         |  | 265                                       
|Imatra                          |  | Finland         |  | Wood free uncoated, Coated Specialties                                   |  | 295                                       
|Kimberly                        |  | United States   |  | Wood free coated, Coated Specialties                                     |  | 400                                       
|Nymölla                         |  | Sweden          |  | Wood free uncoated                                                       |  | 445                                       
|Oulu                            |  | Finland         |  | Wood free coated                                                         |  | 925                                       
|Stevens Point                   |  | United States   |  | Wood free coated, Coated Specialties                                     |  | 155                                       
|Suzhou                          |  | China           |  | Wood free coated, Coated Specialties                                     |  | 165                                       
|Uetersen                        |  | Germany         |  | Wood free coated                                                         |  | 260                                       
|Varkaus                         |  | Finland         |  | Wood free coated, Wood free uncoated                                     |  | 315                                       
|Veitsiluoto                     |  | Finland         |  | Wood free coated                                                         |  | 550                                       
|Wisconsin Rapids                |  | United States   |  | Wood free coated                                                         |  | 405                                       
|                                |  |                 | 
|Packaging Boards                |  |                 |  |                                                                          |  |                                           
|Consumer Boards                 |  |                 |  |                                                                          |  | 2,510                                     
|Baienfurt                       |  | Germany         |  | Folding boxboard                                                         |  | 180                                       
|Barcelona                       |  | Spain           |  | White line chipboard                                                     |  | 170                                       
|Fors                            |  | Sweden          |  | Folding boxboard                                                         |  | 350                                       
|Imatra                          |  | Finland         |  | Liquid packaging boards, solid bleached sulphate board, folding boxboard |  | 875                                       
|Ingerois                        |  | Finland         |  | Folding boxboard                                                         |  | 200                                       
|Pankakoski                      |  | Finland         |  | Folding boxboard, speciality boards, solid bleached boards               |  | 95                                        
|Skoghall                        |  | Sweden          |  | Liquid packaging boards, white top linerboard, folding boxboard          |  | 640                                       
|                                |  |                 | 
|Industrial papers               |  |                 |  |                                                                          |  | 465                                       
|Heinola                         |  | Finland         |  | Fluting                                                                  |  | 280                                       
|Imatra                          |  | Finland         |  | Laminating papers                                                        |  | 25                                        
|Kotka                           |  | Finland         |  | Laminating papers                                                        |  | 160                                       
|                                |  |                 | 
|Coreboard                       |  |                 |  |                                                                          |  | 320                                       
|Pori                            |  | Finland         |  | Coreboard                                                                |  | 110                                       
|Varkaus                         |  | Finland         |  | Coreboard                                                                |  | 90                                        
|Wisconsin Rapids                |  | United States   |  | Coreboard                                                                |  | 35                                        
|Soustre                         |  | France          |  | Coreboard                                                                |  | 85                                        
|                                |  |                 | 
|Total Packaging Paper and Board |  |                 |  |                                                                          |  | 3,295                                     



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|                       |  |                 |  |                                  |  |                                           
|---------------------- |  | --------------- |  | -------------------------------- |  | ------------------------------------------
|Mill                   |  | Location        |  | Grade/Product                    |  | Capacity in 2003(thousands of metric tons)
|Plastic Coating Plants |  |                 |  |                                  |  | 500                                       
|Forshaga               |  | Sweden          |  | Plastic coating                  |  | 140                                       
|Hammarby               |  | Sweden          |  | Plastic coating                  |  | 35                                        
|Imatra                 |  | Finland         |  | Plastic coating                  |  | 280                                       
|Karhula                |  | Finland         |  | Plastic coating                  |  | 45                                        
|                       |  |                 | 
|Core Factories         |  |                 |  |                                  |  | 205                                       
|Hangyhou               |  | China           |  | Cores                            |  | 10                                        
|Corenso Edam           |  | The Netherlands |  | Cores                            |  | 10                                        
|Corenso Elfes          |  | Germany         |  | Cores                            |  | 30                                        
|Corenso Svenska        |  | Sweden          |  | Cores                            |  | 30                                        
|Corenso Tolosana       |  | Spain           |  | Cores                            |  | 15                                        
|Corenso UK             |  | United Kingdom  |  | Cores                            |  | 40                                        
|Imatra                 |  | Finland         |  | Cores                            |  | 5                                         
|Loviisa                |  | Finland         |  | Cores                            |  | 25                                        
|Pori                   |  | Finland         |  | Cores                            |  | 15                                        
|Wisconsin Rapids       |  | United States   |  | Cores                            |  | 25                                        
|                       |  |                 | 
|Corrugated Packaging   |  |                 |  |                                  |  | 760                                       
|Arzamas                |  | Russia          |  | Corrugated Packaging             |  |                                           
|Balabanovo             |  | Russia          |  | Corrugated Packaging             |  |                                           
|Heinola                |  | Finland         |  | Corrugated Packaging             |  |                                           
|Jönköping              |  | Sweden          |  | Corrugated Packaging             |  |                                           
|Kalingrad              |  | Russia          |  | Corrugated Packaging             |  |                                           
|Kaunas                 |  | Lithuania       |  | Corrugated Packaging             |  |                                           
|Klaibeda               |  | Lithuania       |  | Corrugated Packaging             |  |                                           
|Lahti                  |  | Finland         |  | Corrugated Packaging             |  |                                           
|Páty                   |  | Hungary         |  | Corrugated Packaging             |  |                                           
|Riga                   |  | Latvia          |  | Corrugated Packaging             |  |                                           
|Ruovesi                |  | Finland         |  | Corrugated Packaging             |  |                                           
|Skene                  |  | Sweden          |  | Corrugated Packaging             |  |                                           
|Tallinn                |  | Estonia         |  | Corrugated Packaging             |  |                                           
|Tartu                  |  | Estonia         |  | Corrugated Packaging             |  |                                           
|Tiukka                 |  | Finland         |  | Corrugated Packaging             |  |                                           
|Vikingstad             |  | Sweden          |  | Corrugated Packaging             |  |                                           
|                       |  |                 | 
|Market Pulp            |  |                 |  |                                  |  | 2,050                                     
|Celbi                  |  | Portugal        |  | Short-fiber eucalyptus           |  | 300                                       
|Enocell                |  | Finland         |  | Short and long-fiber             |  | 635                                       
|Kemijärvi              |  | Finland         |  | Long-fiber                       |  | 230                                       
|Norrsundet             |  | Sweden          |  | Long-fiber                       |  | 290                                       
|Oulu                   |  | Finland         |  | Short and long-fiber             |  | 60                                        
|Skutskär               |  | Sweden          |  | Short, long-fiber and fluff pulp |  | 535                                       
|                       |  |                 | 
|Deinked Pulp           |  |                 |  |                                  |  |                                           
|Duluth                 |  | United States   |  | Deinked pulp                     |  | 100                                       
|Keräyskuitu            |  | Finland         |  | Deinked pulp                     |  | 70                                        
|Sachsen                |  | Germany         |  | Deinked pulp                     |  | 50                                        



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##### Table of Contents

|                                    |  |                 |  |                         |  |                                   |  |                                                    
|----------------------------------- |  | --------------- |  | ----------------------- |  | --------------------------------- |  | ---------------------------------------------------
|Mill                                |  | Location        |  | Grade/Product           |  | Capacity in 2003(m3 in thousands) |  | Further processingcapacity in 2003(m3 in thousands)
|Wood Products                       |  |                 |  |                         |  | 6,045                             |  | 2,845                                              
|Ala                                 |  | Sweden          |  | Redwood                 |  | 360                               |  | 25                                                 
|Alytus (66% interest)               |  | Lithuania       |  | Whitewood, Redwood      |  | 180                               |  | 80                                                 
|Amsterdam                           |  | The Netherlands |  |                        |  |                                  |  | 110                                                
|Bad St. Leonhard                    |  | Austria         |  | Central European Timber |  | 330                               |  | 200                                                
|Brand                               |  | Austria         |  | Central European Timber |  | 360                               |  | 230                                                
|Gruvön                              |  | Sweden          |  | Whitewood, Redwood      |  | 360                               |  | 200                                                
|Honkalahti                          |  | Finland         |  | Whitewood, Redwood      |  | 420                               |  | 140                                                
|Imavere (66% interest)              |  | Estonia         |  | Whitewood, Redwood      |  | 400                               |  | 60                                                 
|Impilahti                           |  | Russia          |  | Whitewood               |  | 100                               |  |                                                   
|Kitee                               |  | Finland         |  | Whitewood               |  | 360                               |  | 100                                                
|Kopparfors                          |  | Sweden          |  | Whitewood               |  | 320                               |  | 200                                                
|Kotka                               |  | Finland         |  | Whitewood               |  | 320                               |  | 80                                                 
|Lamco (51% interest)                |  | Austria         |  |                        |  |                                  |  | 85                                                 
|Lauhkalne (66% interest)            |  | Latvia          |  | Whitewood, Redwood      |  | 215                               |  |                                                   
|Linghed                             |  | Sweden          |  | Redwood                 |  | 40                                |  |                                                   
|Nebolchi                            |  | Russia          |  | Whitewood               |  | 100                               |  |                                                   
|Näpi (66% interest)                 |  | Estonia         |  | Whitewood, Redwood      |  | 150                               |  | 60                                                 
|Paikuse (66% interest)              |  | Estonia         |  | Whitewood               |  | 220                               |  |                                                   
|Plana                               |  | Czech Republic  |  | Central European Timber |  | 330                               |  | 220                                                
|Sauga (66% interest)                |  | Estonia         |  | Whitewood, Redwood      |  | 130                               |  | 60                                                 
|Sollenau                            |  | Austria         |  | Central European Timber |  | 330                               |  | 255                                                
|Tolkkinen                           |  | Finland         |  | Whitewood               |  | 270                               |  |                                                   
|Uimaharju                           |  | Finland         |  | Redwood                 |  | 300                               |  |                                                   
|Varkaus                             |  | Finland         |  | Whitewood               |  | 345                               |  | 100                                                
|Veitsiluoto                         |  | Finland         |  | Redwood                 |  | 290                               |  |                                                   
|Vilnandi (66% interest)             |  | Estonia         |  |                        |  |                                  |  | 10                                                 
|Wimmer, Pfarrkirchen (66% interest) |  | Germany         |  |                        |  |                                  |  | 120                                                
|Wimmer, Zdirec (49% interest)       |  | Czech Republic  |  |                        |  |                                  |  | 120                                                
|Ybbs                                |  | Austria         |  | Central European Timber |  | 670                               |  | 330                                                
|Zdirec                              |  | Czech Republic  |  | Central European Timber |  | 480                               |  | 60                                                 



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##### Table of Contents

Item 5.    Operating and Financial Review and Prospects.



Please refer to Forward-Looking Statements and Item 3. Key InformationRisk Factors for a discussion of the factors relevant
to this discussion and other forward-looking statements in this annual report.



General



The information in this
section concerning our financial condition and results of operations refers to our consolidated financial statements beginning on page F-1 of this annual report.



Amounts previously reported for our consolidated net profit and shareholders equity under IFRS differ from those
amounts shown for all periods presented in this annual report. The amounts shown for all periods presented in this annual report have been restated under IFRS in connection with the change of our accounting treatment for disability benefits under
the Finnish statutory employment pension scheme (TEL) as a defined benefit plan. A discussion of the impact of the restatement on our consolidated net profit and shareholders equity is included in note 1 to our consolidated financial
statements.



Our consolidated financial statements are prepared
in accordance with IFRS, which differs in some respects from U.S. GAAP. A reconciliation of amounts reported under IFRS to the amounts determined under U.S. GAAP and a discussion of the principal differences between IFRS and U.S. GAAP is set out in
note 28 to our consolidated financial statements.



Industry Overview



Prices for
paper and board are cyclical, primarily reflecting changes in supply that result from capacity additions and reductions, as well as changes in inventory levels. Changes in prices differ between products and geographic regions. Because paper
producers have a high proportion of fixed costs, these fluctuations in prices for forest products cause corresponding fluctuations in profitability. Profitability in the forest products industry is also affected by changes in raw material costs,
efficiency of operations and prevailing exchange rates between producer and consumer countries.



In the past, consumption of most paper grades by end-users has increased steadily by approximately 2-3 percent per year, and levels of consumption have
not typically followed price fluctuations. In contrast, demand for paper and board products by customers of paper producers has fluctuated significantly, suggesting that customer demand is driven by a combination of end-user consumption and changes
in the levels of inventory that customers maintain. Some customers aim to build inventories in anticipation of increases in paper and board prices and then satisfy end-user demand from their inventories when paper and board prices are high.



The slowdown in the world economy, which began in 2001,
continued during 2003, causing the demand for advertising-driven paper grades to stay at a low level. Paper prices in Europe stayed at a low level during 2003 due to excess capacity in certain paper grades. In North America, the moderate growth that
started in late 2002 accelerated towards the end of 2003, resulting in increases in North American prices for newsprint and magazine paper.



The following tables set forth estimated global consumption of paper and board in 2003(1):



|                      |  |                |     |  |               |  |                 
|--------------------- |  | -------------- | --- |  | ------------- |  | ----------------
|                      |  | Western Europe |     |  | North America |  | Asia and Oceania
|                      |  | (million tons)
|Newsprint             |  | 9.9            |     |  | 11.2          |  | 10.7            
|Uncoated mechanical   |  | 4.6            |     |  | 5.6           |  | 1.9             
|Coated magazine paper |  | 6.4            |     |  | 5.5           |  | 2.4             
|Coated fine paper     |  | 7.4            |     |  | 5.6           |  | 9.3             
|Uncoated fine paper   |  | 8.7            | (2) |  | 13.5          |  | 19.1            
|Containerboards       |  | 20.5           |     |  | 30.1          |  | 35.6            
|Cartonboards          |  | 6.7            |     |  | 12.8          |  | 12.4            



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##### Table of Contents

---

|(1) |  | Source: Resource Information Systems, Inc. (RISI), February 2004.
|--- |  | -------------------------------------------------------------------

|(2) |  | Contains only bulk grades.
|--- |  | --------------------------



Demand for advertising-driven paper grades fell sharply in 2002. Paper prices in Europe decreased during 2002 due to excess capacity in certain grades. In
North America, demand for printing and writing paper increased towards the end of 2002, resulting in increases in North American prices for newsprint and fine paper.



In 2001, declining market prices for paper and board, except for newsprint, led to lower profitability in the industry. Weak
demand in 2001 was due to the slowdown in the world economy, particularly in North America, and decreasing of inventories by the customers, which began during the last quarter of 2000. The principal producers in our respective industries made
production curtailments in 2001 to avoid inventory increases.



Generally higher paper prices in 2000 resulted in improved profitability in the industry. In 2000, prices for almost all of our products increased as a result of good general economic conditions and a favorable supply situation. The
principal exceptions were magazine paper and newsprint prices in Europe, which remained stable.



In 1999, despite modest declines in market prices for paper and board, increased deliveries helped maintain industry profitability. Prices for magazine
paper and newsprint were slightly lower than in 1998. Prices for fine paper and board increased in the second half of 1999 as a result of good general economic conditions. In 1999, prices for whitewood and central European timber increased, while
prices for redwood were lower than in 1998.



In 2003, our
principal variable costs related to transport and sales commissions, accounting for approximately ten percent of sales; wood, timber and recycling paper, accounting for approximately 19 percent of sales; chemicals and filler, accounting for
approximately ten percent of sales; and energy, accounting for approximately nine percent of sales. Historically, these percentages have remained relatively stable and have not varied significantly during the periods under review below. However,
prices for wood and timber and for energy may fluctuate significantly, affecting our profitability.



We are an integrated paper producer, meaning that we are able to satisfy a substantial portion of our pulp needs internally since our purchases and sales
of pulp on the market are largely in balance. As an integrated producer, we are less affected by increases in pulp prices than non-integrated producers. To the extent we produce our own pulp, we may be able to increase the utilization rates of our
production facilities.



We intend to continue to reduce
production costs and improve the efficiency of our operations and the utilization of our production facilities. We expect improvement in production efficiencies to result from a combination of synergies resulting from the acquisition of Consolidated
Papers, ongoing investments in existing operations and the discontinuation of under-performing operations. We estimate that annualized synergies from the Consolidated Papers acquisition will reach $110 million when market for our products recovers.
We are implementing productivity programs in our mills and expect additional cost savings from the elimination of production bottlenecks, modernization of equipment, and rebuilding of paper machines.



Among fixed-cost components, personnel costs accounted for approximately 19
percent of sales and depreciation, amortization and impairment charges amounted to approximately ten percent of sales in 2003. A one percent increase in payroll costs would increase our total personnel costs by approximately 23 million.



Outlook



In Europe, growing
confidence in the economic recovery is expected to increase demand for advertising-driven paper in 2004. Management expects the pressure on prices to continue to persist in magazine paper grades, and newsprint prices to remain at best at the 2003
levels. Prices for packaging boards are expected to be rather stable, while fine paper prices seem to be stabilizing at low levels. Demand for wood products is expected to be fairly good, but prices are expected to come under pressure. Management
believes that the weak U.S. dollar and increasing competition will continue to have an adverse effect on our European operations.



39



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##### Table of Contents

In North America, the economy appears to be recovering, but that has only marginally increased the demand
for paper. There are some signs now that demand may be increasing in 2004, and management expects this to gradually affect paper prices during the second half of 2004. In coated fine paper, oversupply persists in the form of imports, mainly from
Asia. Stora Enso North Americas results for the first quarter of 2004 will be negatively impacted by the major rebuilding of fine paper machine at the Wisconsin Rapids in the United States.



In China, the economy has been growing rapidly and management expects this
growth to continue to boost the demand for fine paper and packaging boards in 2004.



Recent Developments



Profit Enhancement
Plan and Impairment Charges Related to Our North American Assets



In August 2002, our board of directors adopted a profit enhancement plan for our North American operations to improve the divisions results of operations and competitiveness. The North American operations have
been suffering from poor market conditions since the end of 2000, and, with the profit enhancement plan, we aim to focus increasingly on core assets, improve competitiveness in coated groundwood and fine papers and secure competitive pulp for our
North American operations. The organization of our North American operations has been streamlined to match its requirements and targets.



Due to weakened market conditions in North America, we recorded a pre-tax impairment charge of $1,081.0 million (1,143.3 million) in 2002 related to
impairment of our North American assets. A total of $868.8 million (918.9 million) of the impairment related to goodwill. As of December 31, 2002, the value of remaining goodwill related to our North American assets was $645.9 million
(615.9 million), which is amortized over its estimated useful life of 17 years. The impairment was calculated with a pre-tax discount rate of 9.5 percent using the value in use method for each cash generating unit. Of the impairment charges,
1,014.5 million relates to the operations of our magazine paper product area and 128.8 million to the operations of our fine paper product area. In addition, as part of the North American profit enhancement plan, a further $50.0 million
(52.9 million) impairment charge relating to the operations of our fine paper product area was recorded in the third quarter of 2002 to restructure selected manufacturing assets.



The profit enhancement plan was expanded in August 2003 to include further workforce reductions and additional permanent
machine shutdowns. During the past three years, our workforce in North America has been reduced by 25 percent, and the implementation of the earlier announced further reduction of 12 percent, or 700 employees, is under way, along with negotiations
to modify the terms of labor agreements. Implementation of the profit enhancement plan is proceeding according to plan. By the end of 2003, three older, under-performing machines with a total annual capacity of 185,000 metric tons had been
permanently shut down, and two other machines had been modified to improve their productivity.



In 2003, results of our North American operations remained unsatisfactory due to the persistently weak market conditions and an increased cost base. Consequently, our North American profit enhancement plan was
expanded by a further $65 million to reduce annual costs. We intend to improve our earnings per share by altogether 0.09 by mid-2005. As part of the profit enhancement plan, we intend to reduce our North American workforce from a total of
7,300 as of December 31, 2000 to a total of 5,000 by mid-2005.



Asset
Restructuring Plan



In May 2002, we announced our
decision to invest approximately 70 million in the rebuilding of folding boxboard machine at the Baienfurt mill in Germany to improve productivity and increase annual capacity by 35,000 metric tons to 210,000 metric tons. This rebuilding was
completed in February 2004.



40



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##### Table of Contents

In April 2002, we closed down our folding carton operations and pasted chip line at our Wisconsin Rapids
mill in the United States. The mills capacity was 25,000 metric tons. In addition, we decided to close down light-weight coated paper machine no. 23 at our Biron mill in the United States. As part of our asset restructuring plan, we also
intend to invest approximately $50 million during 2003 and 2004 to modernize selected pulp and paper machines in our magazine paper product area, including rebuilding light-weight coated paper machine no. 26 at our Biron mill, on which we invested
$24.5 million in 2003.



In October 2002, as part of an ongoing
program to increase the overall competitiveness of assets, our board of directors approved a comprehensive asset restructuring plan to improve the value of our assets in the magazine and fine paper product areas through targeted investments, machine
specialization measures and elimination of less competitive production assets. Our goal is to complete the implementation of the plan by the end of 2005.



In the magazine paper division, we are planning to build a new paper machine at the Kvarnsveden mill in Sweden, at a cost of approximately 450
million; close down paper machine no. 9 at the Kvarnsveden mill; rebuild paper machine no. 6 at the Maxau mill in Germany at a cost of approximately 170 million, 52.9 million of which was invested in 2003; rebuild paper machine no. 5 at
the Corbehem mill in France at a cost of approximately 60 million, 6 million of which was invested in 2003; and invest 30 million at the Kotka mill in Finland to improve its quality and productivity, 27.3 million of which was
invested in 2003.



In the fine paper division, we are planning
to invest a total of 117 million to upgrade paper machine no. 3 at the Veitsiluoto mill in Finland, 82.4 million of which was invested in 2003. We are also planning to upgrade and modernize paper machine no. 1 at the Nymölla mill in
Sweden, at a cost of approximately 23 million, 10.7 million of which was invested in 2003.



In the newsprint division, we are planning to replace the existing stone groundwood pulp line at the Varkaus mill in Finland by a new thermomechanical
pulping line at a cost of approximately 37 million, 9.5 million of which was invested in 2003.



In the forest products product area, we modernized and enhanced the Varkaus and Kotka sawmills in Finland at a cost of 25.6 million in 2003. We also
invested 10.7 million in the completion of a new sawmill at Pitkäranta in Russia and 6.2 million in the construction of a second sawmill at Neblochi in Russia in 2003.



In North America, we completed the rebuild of a paper machine at the Kimberly mill in the United States in 2003 at a cost of
$13 million. We are also planning to make targeted investments at the Wisconsin Rapids, Biron, Niagara and Whiting mills in the United States and expand the thermomechanical pulp line at the Port Hawkesbury mill in Canada. These investments will be
balanced by the closure of unprofitable capacity at the Wisconsin Rapids, Biron, Kimberly and Port Hawkesbury mills.



Recent Divestitures



Since the merger of STORA and Enso, we have been actively streamlining our operations. As part of these efforts, we have divested non-core businesses such
as our carbonless copy paper operations and our Tervakoski speciality papers operations. Additionally, we have sold a substantial portion of our power generation operations that are not located at one of our mills. With these and other selective
divestitures, we have increased our focus on our core businesses.



Paper.    In April 2002, we sold our Mölndal mill in Sweden to KLIPPAN AB, a Swedish speciality paper manufacturer, for a total purchase price of 25 million. We recorded no gain as a result of the sale.
The total fine paper capacity of Mölndal mill was 80,000 metric tons. In addition, the mills board sheeting capacity was 40,000 metric tons. Approximately 400 employees were affected by the transaction.



Packaging Boards.    In November 2000, we
established a 50/50 joint venture, Billerud Ab, a Swedish manufacturer of packaging paper, together with AssiDomän Ab, a Swedish manufacturer of timber products and cartonboard. The assets of Billerud consist of the Gruvön mill as well as
the Karlsborg and Skärblacka mills in Sweden, which AssiDomän transferred to Billerud in exchange for 50 percent interest in Billerud. In October 2001, we sold 20 percent of the shares of Billerud to AssiDomän Ab for 62.8
million and, in June 2002, a further 29.5 percent of the shares of Billerud through market transactions for 182 million, reducing our interest in Billerud to 0.5 percent.



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Property.    In July 2001, we sold our Düsseldorf office building for a
gain of 18.0 million. In January 2000, we sold our Stockholm office building for a gain of 24 million.



Forest Land.    In March 2004, we completed the restructuring of our ownership of forest land in Sweden. Pursuant to the
restructuring, a total of approximately 1.5 million hectares (approximately 3.7 million acres) of our Swedish forest land and the Swedish forest land of Korsnäs AB, a Swedish forest industry company controlled by Kinnevik Group, were
transferred to a newly-formed company Bergvik Skog AB. Stora Enso and Korsnäs retained minority shareholdings of 43.3 percent and five percent, respectively, in Bergvik Skog. The rest of the companys shares were sold to institutional
investors. Bergvik Skog was also financed with a syndicated bank loan. As a result of the sale, we recorded a gain of 113 million. We have entered into a long-term wood procurement agreement with Bergvik Skog, according to which it will sell
us approximately 4.5 million cubic meters of wood annually.



Also in March 2004, we sold 146,000 hectares of our forest land in Ontario, Canada for 18 million. In December 2003, we wrote down the book value of our forest land in Ontario by 17.6 million.



In December 2002, we sold a total of approximately 125,000 hectares
(approximately 300,000 acres) of our forest land in the United States to Plum Creek Timber Company, Inc. for $141 million (149.1 million). As a result of the sale, we recorded a gain of approximately $46.8 million (49.5 million).



In July 2002, we transferred a total of approximately 600,000
hectares (approximately 1.5 million acres) of our forest land and related operations in Finland to a newly-formed company Tornator Oy and reorganized our forest holding subsidiary Tornator Forest Oy. In December 2002, we transferred the shares in
Tornator Forest Oy to Tornator Timberland Oy, a newly-formed company, in exchange for shares in Tornator Timberland Oy. We currently hold 41 percent of the shares in Tornator Timberland Oy and the remaining 59 percent is held by Finnish
institutional investors. In December 2002, we sold Tornator Oy to Tornator Timberland Oy. As a result of the sale, we recorded a gain of 25.9 million. We have entered into a long-term wood procurement agreement with Tornator Oy and Tornator
Forest Oy, according to which they will sell us approximately 1.5 million cubic meters of wood annually.



Recent Acquisitions



In February 2003, we completed the acquisition of 66 percent of the shares in AS Sylvester, the leading sawmilling and wood procurement company in Estonia, and 100 percent of the shares in the wood procurement subsidiary of Sylvester, for
an aggregate purchase price of 122.7 million of which 72.0 million represented goodwill. Sylvester operates six sawmills in Estonia and Latvia and had net sales of approximately 160 million in 2002.



In January 2002, Corenso United Oy Ltd. completed the acquisition of
Bäcke Emballage AB and Mohed Emballage AB, two Swedish core manufacturers, for an aggregate purchase price of 25.6 million. In 2001, the two companies produced in the aggregate approximately 20,000 metric tons of heavy-duty cores for the
paper and board industry and had a total of 55 employees.



In
October 2001, we became the sole owner of Stora Enso Timber Oy by acquiring the remaining 26.5 percent of the shares of Stora Enso Timber for an aggregate purchase of 154.5 million.



Also in October 2001, we increased our interest in Stora Enso Suzhou Paper Co to 80.9 percent by acquiring an additional 20
percent of the shares of Stora Enso Suzhou Paper for an aggregate purchase price of 24 million.



In March 2001, Corenso (UK) Ltd., a subsidiary of Corenso United Oy Ltd., purchased the core and tube business and certain related assets of BPB
Paperboard Ltd, a British core and tube producer, for an aggregate



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purchase price of 4.8 million. In May 2001, Corenso (UK) Ltd. purchased all the shares in Rollpack Ltd., a UK-based producer of light cores, tubes and
edge protectors with annual sales of approximately GBP 5 million, in exchange for 14 percent of the shares in Corenso (UK) Ltd. Corenso United Oy Ltd. owns the remaining 86 percent. Following these acquisitions, Corenso (UK) has approximately 150
employees. UPM-Kymmene Oyj owns 29 percent of the share capital of Corenso United Oy Ltd. and Stora Enso Oyj owns the remaining 71 percent.



Other Recent Developments



During the second quarter of 2002, we closed down the operations of Papyrus GB Limited, our merchant division in the United Kingdom. Approximately 200
employees were affected by the closure.



Currency Fluctuations



We
changed our accounting currency to the euro on January 1, 1999, the date of the introduction of the euro. Since its introduction, we have increasingly used the euro as a pricing currency, although sales also often take place in the customers
own currency. Additionally, long-fiber chemical pulp is generally priced in U.S. dollars. In general, the introduction of the euro has reduced our exposure to exchange rate fluctuations. We remain subject to currency exchange risk, on the cost side,
mainly related to fluctuations in exchange rates for the Swedish krona and, on the income side, mainly related to fluctuations in exchange rates for the U.S. dollar and British pound sterling.



Transaction risk is the risk that our profit could be affected as a result of
foreign exchange rate movements. In accordance with our policy, we can hedge up to 75 percent of our 12-month currency flows outside the euro area. For a more detailed discussion of our management of exchange rate risks, see Item 11.
Quantitative and Qualitative Disclosures about Market Risk below.



During 2003, the U.S. dollar decreased in value against the euro by a total of 16.5 percent when comparing average rates for the year 2002 and the year 2003. The British pound sterling decreased in value against the euro by a total of 9.2
percent in 2003. During 2002, the U.S. dollar decreased in value against the euro by a total of 5.2 percent when comparing average rates for the year 2001 and the year 2002. The British pound sterling decreased in value against the euro by a total
of 1.1 percent in 2002. See Item 3. Key InformationExchange Rates for information about historical euro/U.S. dollar and Swedish krona/U.S. dollar exchange rates.



Critical Accounting Policies



Our principal accounting policies are described in more detail in note 1 to our consolidated financial statements included in this annual report. The preparation of our consolidated financial statements in accordance with IFRS requires our
management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Management bases its estimates on historical experience and various other assumptions that are believed to
be reasonable. However, actual results and timing of recognition could differ from those estimates.



Management believes that the accounting policies discussed below represent those accounting policies requiring the exercise of judgment where a different
set of judgments could result in the greatest changes to our reported results.



Fixed Assets



For fixed
assets acquired in an acquisition, management uses an external advisor to perform a fair valuation of the acquired fixed assets and to assist in determining their remaining useful lives. Management believes that the assigned values and useful lives
as well as the assumptions used are reasonable under the circumstances. However, different valuation assumptions and assigned lives could have a significant impact on the amounts reported through our financial statements.



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The carrying amounts of fixed assets are reviewed at each balance sheet date or whenever events or
changes in circumstances indicate that the carrying amount of an asset may be impaired. Triggering events for impairment reviews include, among others, the following:



| |  |  | material permanent deterioration in the economic or political environment of our customers or our own activity;
| | - |  | ---------------------------------------------------------------------------------------------------------------



| |  |  | significant under-performance relative to expected historical or projected future performance; and
| | - |  | --------------------------------------------------------------------------------------------------



| |  |  | significant changes in our strategic orientations affecting the business plans and previous investment policies.
| | - |  | ----------------------------------------------------------------------------------------------------------------



If any such indication exists, the recoverable amount is estimated as the
higher of the net selling price and the value in use with an impairment charge being recognized whenever the carrying amount exceeds the recoverable amount.



We performed a fixed asset impairment review under IAS 36 in the third quarter of 2002 for our North American assets and recorded an impairment charge of
224.4 million as a result thereof.



Goodwill



Under IFRS, goodwill is tested periodically for
impairment but is otherwise amortized on a straight-line basis over its expected useful life, which may vary from five to 20 years depending on the nature of the acquisition. Expected useful lives are reviewed at each balance sheet date and where
these differ from previous estimates, amortization periods are adjusted accordingly. Goodwill impairment is measured using the discounted cash flow valuation method. This method uses future projections of cash flows from each of the reporting units
and includes, among other estimates, projections of future product pricing, production levels, product costs, market supply and demand, projected maintenance capital expenditures and an assumption of the weighted average cost of capital. A pre-tax
discount rate used for the net present value calculation of projected cash flows reflects the weighted average cost of capital. In accordance with IAS 36, we performed a goodwill impairment test in the third quarter of 2002, which resulted in a
goodwill impairment charge of 918.9 million.



Under U.S.
GAAP, we adopted SFAS No. 142, Goodwill and Other Intangible Assets, on January 1, 2002. Under SFAS No. 142, goodwill, which represents the excess of purchase price over fair value of net assets acquired, and intangible assets with indefinite
useful lives are no longer amortized but will be tested for impairment at least on an annual basis in accordance with the provisions of SFAS No. 142.



Our goodwill is tested for impairment at least on an annual basis. The impairment test involves a comparison of the fair value of each of our reporting
units, as defined under SFAS No. 142, with its carrying amount. If an assets carrying amount exceeds its fair value, then such asset is considered to be impaired. The impairment is measured by the amount by which the carrying value of the
assets of the reporting unit being measured exceeds their fair value, up to the total amount of such assets. Fair value is determined based on a discounted cash flow valuation. The method is the same as the method being used for IFRS purposes with
the exception of using a post-tax discount rate. Changes in any of these estimates could have a material effect on the fair value of these assets in future measurement periods. On an ongoing basis, we expect to perform our annual impairment tests
during the third quarter of each year.



In accordance with SFAS
No. 142, we completed a transitional goodwill impairment test as of January 1, 2002, which did not indicate impairment. However, our annual goodwill impairment test in the third quarter of 2002 resulted in a goodwill impairment charge of
1,081.1 million, of which 924.2 million and 156.9 million related to North America Magazine Paper reporting unit and North America Fine Paper reporting unit, respectively.



Derivatives



As an international producer and seller of paper and forest products, we are
exposed to foreign exchange rate movements and commodity price volatility.



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According to our policy, in 2003, we hedged a maximum of 75 percent of the upcoming 12 months net
exposure in a specific currency. Our translation risk exposure policy aims to minimize this risk by funding investments in the same currency as the net assets, whenever this is possible and economically viable.



From July 2001, we have applied hedge accounting under IAS 39, Financial
Instruments: Recognition and Measurement, for cash flow related to external sales and deferred 7.8 million, net of taxes of unrealized gains through other comprehensive income as of December 31, 2003. However, the derivative financial
instruments that do not fulfill the criteria for hedge accounting have been fair valued with the result entered in financial items at the balance sheet date of December 31, 2003.



Prices for our main products have been cyclical in nature and, consequently, our earnings are exposed to commodity price
volatility. The group has implemented a commodity risk management framework in the areas of fiber and energy procurement whereby subsidiaries are responsible for measuring their open commodity price risks and hedging these through the Group
Treasury.



Income Taxes



Deferred income taxes are provided using the liability method, as measured
with enacted tax rates, to reflect the net tax effects of all temporary differences between the financial reporting and tax bases of assets and liabilities. Principal temporary differences arise from depreciation on property, plant and equipment,
fair valuation of net assets at acquisitions, fair valuation of available-for-sale investments and derivative financial instruments in accordance with IAS 39, intercompany inventory profits and tax losses carried forward which are recognized as
assets to the extent that it is probable that future taxable profits will be available against which unused tax losses may be utilized.



We evaluate our tax assets and liabilities on a periodic basis and adjust these balances as appropriate. We believe that we have adequately provided for
its future tax consequences based upon current facts and circumstances and current tax law. However, should our tax positions be challenged and not prevail, different outcomes could result and have a significant impact on the amounts reported
through our consolidated financial statements. The net deferred tax liabilities under IFRS were 1,777.3 million, or 9.9 percent of total assets, as of December 31, 2003; 1,737.4 million, or 9.5 percent of total assets, as of December 31,
2002; and 1,968.7 million, or 9.6 percent of total assets, as of December 31, 2001.



Pensions



The group
operates a number of defined benefit and contribution plans throughout the world, the assets of which are generally held in trustee administered funds.



Contributions to defined contribution pension plans are charged to the income statement in the year to which they relate. For defined benefit plans,
pension accounting costs are assessed using the projected unit credit method. Under this method, the cost of providing pensions is charged to the income statement so as to spread the regular cost over the service lives of employees in accordance
with the advice of qualified actuaries who carry out a full valuation of the plan each year. The pension obligation is measured as the present value of estimated future cash outflows using interest rates of government securities that have maturity
terms approximating the terms of the related liability. All actuarial gains and losses are spread forward over the average remaining service lives of employees.



Environmental Remediation Costs



Environmental expenditures resulting from the remediation of an existing condition caused by past operations, and which do not contribute to current or
future revenues, are expensed as incurred. Environmental liabilities are recorded, based on current interpretations of environmental laws and regulations, when it is probable that a present obligation has arisen and the amount of such liability can
be reliably estimated. Decommissioning costs, which comprise the costs of closing the site and preparing it for future use, are



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capitalized at the outset of a development and amortized over its expected life so that the full cost of environmental reinstatement will have been expensed
by the end of the project. Total environmental provisions amounted to 47.2 million as of December 31, 2003, 54,5 million as of December 31, 2002 and 57,5 million as of December 31, 2001.



New Accounting Standards



U.S. GAAP
Developments



FIN 46-R



In December 2003, the Financial Accounting Standards Board
(FASB) issued revised FASB Interpretation No. 46 (FIN 46-R), Consolidation of Variable Interest Entities, an Interpretation of ARB 51.FIN 46-R requires certain variable interest entities to be consolidated by the
primary beneficiary of the entity if the equity investors in the entity do not have the characteristics of a controlling financial interest or do not have sufficient equity at risk for the entity to finance its activities without additional
subordinated financial support from other parties. The consolidation requirements of FIN 46-R apply to variable interest entities no later than the end of the first reporting period that ends after March 15, 2004. FIN 46-R applies to those entities
that are considered special purpose entities, no later than as of the end of the first reporting period that ends after December 15, 2003. The adoption of FIN46-R is not expected to impact our consolidated financial statements. We have adopted FIN
46-R for all periods presented in our financial statements included in this annual report. In addition, we have determined that, although our associated company Tornator Timberland Oy is a variable interest entity, we are not, however, the primary
beneficiary. We do not have any other variable interest entities. See note 28 (m) of our consolidated financial statements included in this annual report.



FAS 106-1



On January 12, 2004, the FASB issued Staff Position No. FAS 106-1, Accounting and Disclosure Requirements Related to the Medicare Prescription Drug,
Improvement and Modernization Act of 2003(FSP 106-1). The FSP 106-1 permits employers that sponsor postretirement benefit plans that provide prescription drug benefits to retirees to make a one-time election to defer accounting for
any effects of the Medicare Prescription Drug, Improvement, and Modernization Act of 2003 (the Medicare Act). The Act only affects post-retirement benefit plans of our operations based in the United States.



At present, we have not analyzed the impact of the FSP 106-1 on our costs or
obligations. We have elected to defer accounting for the effects of the Medicare Act until the earlier of the issuance of guidance by the FASB or the remeasurement of our plan assets and obligations subsequent to January 31, 2004. Specific
authoritative guidance on the accounting for the effects of the Medicare Act is pending and such guidance, when issued, could require changes to previously reported information.



SFAS 132R



On December 23, 2003, the FASB issued Statement of Financial Accounting Standards (SFAS) No. 132 (revised 2003), Employers
Disclosures about Pensions and Other Postretirement Benefits, an amendment of FASB Statements No. 87, 88, and 106, and a revision of FASB Statement No. 132 (SFAS 132R (revised 2003)). SFAS 132R (revised 2003) revises employers
disclosures about pension plans and other postretirement benefit plans and requires additional disclosures about the assets, obligations, cash flows, and net periodic benefit cost of defined benefit pension plans and other postretirement benefit
plans. The required information should be provided separately for pension plans and for other postretirement benefit plans. The new disclosure requirements have been complied with in our financial statements for 2003.



SAB 104



On December 17, 2003, SEC issued Staff Accounting Bulletin No. 104 (SAB 104), Revenue Recognition, which
supercedes SAB 101, Revenue Recognition in Financial Statements.SAB 104s primary purpose is to rescind accounting guidance contained in SAB 101 related to multiple element revenue arrangements,



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superceded as a result of the issuance of EITF 00-21, Accounting for Revenue Arrangements with Multiple Deliverables. We do not engage in multiple
element revenue arrangements and therefore SAB 104 is not expected to have any impact on our results of operations or financial condition.



IFRS Developments



IFRS 2



On February 19, 2004, the International Accounting Standards Board (IASB) issued IFRS 2, Share-Based Payment (IFRS 2), on
accounting for share-based payment transactions, including grants of share options to employees. IFRS 2 requires an entity to reflect in its profit or loss and financial position the effects of share-based payment transactions, including expenses
associated with transactions in which share options are granted to employees. IFRS 2 will apply to accounting periods commencing on or after January 1, 2005 with a restatement of comparatives. Early adoption of IFRS 2 is permitted. We are currently
evaluating the impact of this standard on our results of operations and financial condition and we are in the process of developing an implementation strategy.



Improvements Project



On December 18, 2003, IASB published 13 revised IASs and gave notice of the withdrawal of one IAS. These revised standards will apply to accounting
periods commencing on or after January 1, 2005, although early adoption is permitted. The revised standards are:



| |  |  | IAS 1, Presentation of Financial Statements,
| | - |  | --------------------------------------------



| |  |  | IAS 2, Inventories,
| | - |  | -------------------



| |  |  | IAS 8, Accounting Policies, Changes in Accounting Estimates and Errors,
| | - |  | -----------------------------------------------------------------------



| |  |  | IAS 10, Events after the Balance Sheet Date,
| | - |  | --------------------------------------------



| |  |  | IAS 16, Property, Plant and Equipment,
| | - |  | --------------------------------------



| |  |  | IAS 17, Leases,
| | - |  | ---------------



| |  |  | IAS 21, The Effects of Changes in Foreign Exchange Rates,
| | - |  | ---------------------------------------------------------



| |  |  | IAS 24, Related Party Disclosures,
| | - |  | ----------------------------------



| |  |  | IAS 27, Consolidated and Separate Financial Statements,
| | - |  | -------------------------------------------------------



| |  |  | IAS 28, Investments in Associates,
| | - |  | ----------------------------------



| |  |  | IAS 31, Interests in Joint Ventures,
| | - |  | ------------------------------------



| |  |  | IAS 33, Earnings per Share, and
| | - |  | -------------------------------



| |  |  | IAS 40, Investment Property.
| | - |  | ----------------------------



The withdrawn standard was IAS 15 Information Reflecting the Effects of Changing Prices.



We are currently evaluating the impact of this standard on our results of operations and financial condition and we are in
the process of developing an implementation strategy.



IAS
32 & 39



On December 17, 2003, IASB released its
revised standard, IAS 32, Financial Instruments: Disclosure and Presentation(2003). This standard replaces IAS 32, Financial Instruments: Disclosure and Presentation (revised 2000), and should be applied for annual periods beginning
on or after January 1, 2005. Earlier application is permitted.



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The IASB also issued IAS 39, Financial Instruments: Recognition and Measurement (2003) in December
2003. This standard supersedes IAS 39, (revised 2000), Financial Instruments: Recognition and Measurementand should be applied for annual periods beginning on or after January 1, 2005. Earlier application is permitted.



We are currently evaluating the impact of these standards on our results of
operations and financial condition and we are in the process of developing an implementation strategy.



IFRS 3 and IAS 36 & 38



On March 31, 2004, IASB issued IFRS 3, Business Combinations(IFRS 3) on accounting for Business Combinations and revised standards IAS
36, Impairment of Assets(IAS 36) and IAS 38, Intangible Assets(IAS 38). The main features of the new and revised standards are that all business combinations within the scope of IFRS 3 must be accounted
for using the purchase method. The pooling of interests method is prohibited. The costs expected to be incurred to restructure an acquired entitys (or the acquirers) activities must be treated as post-combination expenses, unless the
acquired entity has a pre-existing liability for restructuring its activities. Intangible items acquired in a business combination must be recognized as assets separately from goodwill if they meet the definition of an asset, are either separable or
arise from contractual or other legal rights, and their fair value can be measure reliably. Identifiable assets acquired, and liabilities and contingent liabilities incurred or assumed, must be initially measured at fair value. Amortization of
goodwill and intangible assets with indefinite useful lives is prohibited. Instead, they must be tested for impairment annually, or more frequently if events or changes in circumstances indicate a possible impairment. These standards apply to
business combinations commencing on or after March 31, 2004. For previously recognized goodwill the standard will apply from the beginning of the first annual period commencing on or after March 31, 2004. We are currently evaluating the impact of
this standard on our results of operations and financial condition and developing an implementation strategy.



IFRS 4



On March 31, 2004, IASB issued IFRS 4, Insurance Contractsand provided, for the first time, guidance on accounting for insurance contracts. We are
currently evaluating the impact of this standard but we do not expect it to have a significant impact on our results of operations and financial condition.



IFRS 5



On March 31, 2004, IASB issued IFRS 5, Non-current Assets Held for Sale and Discontinued Operations(IFRS 5). IFRS 5 requires assets
that are expected to be sold and meet specific criteria to be measured at the lower of carrying amount and fair value less costs to sell. Such assets should not be depreciated and should be presented separately in the balance sheet. IFRS 5 also
requires operations that form a major line of business or area of geographical operations to be classified as discontinued when the assets in the operations are classified as held for sale. IFRS 5 will apply to annual accounting periods commencing
on or after January 1, 2005. We are currently evaluating the impact of this standard on our results of operations and financial condition and developing an implementation strategy.



Principal differences between IFRS and U.S. GAAP



Our consolidated financial statements are prepared in accordance with IFRS, which differs in some respects from U.S. GAAP. A
reconciliation of amounts reported under IFRS to the amounts determined under U.S. GAAP and a discussion of the principal differences between IFRS and U.S. GAAP is set out in note 28 to our consolidated financial statements beginning on page F-1 of
this annual report.



Our net income in 2003 under IFRS was
137.9 million, compared to net loss of 240.7 million in 2002 and net income of 917.9 million in 2001. Under U.S. GAAP, we would have reported net income of 234 in 2003, compared to net loss of 304 million in 2002 and
net income of 875 million in 2001.



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The principal differences between IFRS and U.S. GAAP that affect our net income, as well as our
shareholders equity, relate to employee benefit plans, business combination of STORA and Enso, acquisition of Consolidated Papers Inc., provision for future reforestations costs, derivative financial instruments, impairment of goodwill,
impairment of fixed assets, stock based compensation, synthetic option hedge, pension surplus refund, amortization of goodwill, restructuring reserve and forest calculations.



Results of Operations



The
tables below present sales and operating profit of our various product areas for the three most recent years.



Sales by product area



|                                                   |  |                                 |   |  |          |   |  |          |  
|-------------------------------------------------- |  | ------------------------------- | - |  | -------- | - |  | -------- | -
|                                                   |  | For the year ended December 31, |  
|                                                   |  | 2001                            |   |  | 2002     |   |  | 2003     |  
|                                                   |  | ( in millions)                 |  
|Paper                                              |  |                                 |   |  |          |   |  |          |  
|Publication paper                                  |  | 5,414.4                         |   |  | 4,715.6  |   |  | 4,295.7  |  
|Fine paper                                         |  | 3,670.4                         |   |  | 3,427.4  |   |  | 3,197.7  |  
|Merchants                                          |  | 840.3                           |   |  | 720.6    |   |  | 627.6    |  
|Packaging boards                                   |  | 2,671.1                         |   |  | 2,720.2  |   |  | 2,761.6  |  
|Forest products                                    |  |                                 |   |  |          |   |  |          |  
|Wood products                                      |  | 1,180.5                         |   |  | 1,235.2  |   |  | 1,400.0  |  
|Wood supply Europe                                 |  | 1,825.6                         |   |  | 1,958.7  |   |  | 2,074.3  |  
|Elimination of internal sales; other operations(1) |  | (2,093.5                        | ) |  | (1,995.1 | ) |  | (2,184.6 | )
|                                                   |  |                                 |   |  |          |   |  |          |  
|Total                                              |  | 13,508.8                        |   |  | 12,782.6 |   |  | 12,172.3 |  
|                                                   |  |                                 |   |  |          |   |  |          |  

---

|(1) |  | Other operations include the results of units that are not within our product areas, such as separate transportation and sales and distribution companies.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------



Operating profit (loss) by product area



|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|------------------------------ |  | ------------------------------- | - |  | ---------- | - |  | ---------- | - |  | -------- | - |  | ----- | - |  | ------ | -
|                               |  | For the year ended December 31, |  
|                               |  | 2001                            |   |  | 2002       |   |  | 2003       |  
|                               |  | (Restated)                      |   |  | (Restated) |   |  | (Restated) |  
|                               |  | ( in millions)                 |  
|                               |  |                                 |   |  | (1)        |   |  |            |   |  | (1)      |   |  |       |   |  | (1)    |  
|Paper                          |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Publication paper              |  | 782.9                           |   |  | 852.8      |   |  | (762.7     | ) |  | 313.6    |   |  | 47.2  |   |  | 111.1  |  
|Fine paper                     |  | 328.4                           |   |  | 394.2      |   |  | 67.9       |   |  | 298.3    |   |  | 100.1 |   |  | 153.5  |  
|Merchants                      |  | (10.1                           | ) |  | (7.3       | ) |  | (24.7      | ) |  | 5.4      |   |  | (8.9  | ) |  | (6.7   | )
|Packaging boards               |  | 329.1                           |   |  | 339.8      |   |  | 332.3      |   |  | 345.3    |   |  | 280.5 |   |  | 292.4  |  
|Forest products                |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Wood products                  |  | 4.2                             |   |  | 11.6       |   |  | 30.1       |   |  | 44.5     |   |  | 6.5   |   |  | 26.5   |  
|Wood supply Europe             |  | 87.2                            |   |  | 87.2       |   |  | 120.5      |   |  | 94.6     |   |  | 116.5 |   |  | 116.5  |  
|Other(2)                       |  | (46.7                           | ) |  | (43.5      | ) |  | 58.9       |   |  | (52.5    | ) |  | (70.5 | ) |  | (51.5  | )
|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Operating profit (loss), total |  | 1,475.0                         |   |  | 1,634.8    |   |  | (177.7     | ) |  | 1,049.2  |   |  | 471.4 |   |  | 641.8  |  
|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Goodwill amortization          |  |                                |   |  | (151.5     | ) |  |           |   |  | (148.8   | ) |  |      |   |  | (116.0 | )
|Non-recurring items(3)         |  |                                |   |  | (8.3       | ) |  |           |   |  | (1,078.1 | ) |  |      |   |  | (54.4  | )
|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Operating profit (loss), total |  | 1,475.0                         |   |  | 1,475.0    |   |  | (177.7     | ) |  | (177.7   | ) |  | 471.4 |   |  | 471.4  |  
|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  

---

|(1) |  | The operating profit (loss) presented by product area excludes goodwill amortization and non-recurring items.
|--- |  | -------------------------------------------------------------------------------------------------------------

|(2) |  | Includes non-allocated corporate overhead items and elimination of group internal margin in consolidation.
|--- |  | ----------------------------------------------------------------------------------------------------------

|(3) |  | The non-recurring items for 2001 consist mainly of capital gains from the sale of the Düsseldorf office building and closing costs related to a mill closing, and a provision
related to the disposal of Stora Carbonless Paper GmbH. The non-recurring items for 2002 consist mainly of a one-time impairment charge related to our North American assets and capital gains from the sale of shares of Billerud and forest land in
Finland and in the United States. The non-recurring items for 2003 consist mainly of restructuring charges related to the cost reduction program in North America, a provision related to restructuring costs at the Corbehem Mill in France and a
provision related to the expected capital loss on the sale of forest land in Ontario, Canada.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



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The Year Ended December 31, 2003 Compared to the Year Ended December 31, 2002



Sales



Group.    Our sales were 12,172.3 million in 2003, a decrease of 610.3 million, or
4.8 percent, from sales of 12,782.6 million in 2002. The decrease was attributable primarily to the impact of lower sales prices, especially in paper products, partly offset by increased sales volumes in all product areas. In addition, the
weakening of the U.S. dollar relative to the euro contributed to the decrease in our sales in 2003 compared to 2002. Due to the low order level, we curtailed our production of paper and board by 782,000 metric tons in 2003 compared to the production
levels of 2002, thus seeking to avoid any build-up of excessive inventories. Of such curtailments, 79,000 metric tons were taking place in North America. Most of the curtailments were made in the publication paper division (497,000 metric tons), and
the fine paper division (176,000 metric tons). The product area discussions below include internal sales.



Paper.    Sales by the publication paper division were 4,295.7 million in 2003, a decrease of 419.9 million, or
nine percent, from sales of 4,715.6 million in 2002. The decrease was attributable primarily to the weakening of the U.S. dollar relative to the euro and slightly lower sales prices of coated magazine paper, partially offset by the growth in
demand for uncoated and coated magazine paper.



Sales by the
fine paper division were 3,197.7 million in 2003, a decrease of 229.7 million, or seven percent, from sales of 3,427.4 million in 2002. The decrease was attributable primarily to lower sales prices.



Sales by the merchants division were 627.6 million in 2003, a decrease
of 93 million, or 13 percent, from sales of 720.6 million in 2002. The decrease was attributable primarily to lower volumes and lower sales prices.



Packaging Boards.    Sales by the packaging boards product area were 2,761.6 million in 2003, an increase of
41.4 million, or two percent, over sales of 2,720.2 million in 2002. The increase was primarily attributable to increased delivery volumes, partially offset by the impact of lower sales prices.



Forest Products.    Sales by the wood products
division amounted to 1,400 million in 2003, an increase of 164.8 million, or 13 percent, over sales of 1,235.2 million in 2002. The increase was attributable primarily to increased delivery volumes.



Sales by the wood supply Europe division amounted to 2,074.3 million in
2003, an increase of 115.6 million, or six percent, over sales of 1,958.7 million in 2002. The increase was attributable primarily to increased delivery volumes.



Elimination of Internal Sales; Other Operations.    Elimination of internal sales, offset by
other operations, amounted to (2,184.6) million in 2003, as compared to (1,995.1) million in 2002.



Operating Profit (Loss)



Group.    Our operating profit was 471.4 million in 2003, an increase of 649.1 million, from operating loss of
177.7 million in 2002. This improvement was attributable primarily to an impairment charge made in 2002 relating to our North American assets. The weakening of the U.S. dollar and the British pound sterling relative to the euro had a negative
effect in our operating profit in 2003 compared to 2002. Our operating profit in 2003 included gains on cash flow currency hedge contracts, mainly for the U.S. dollar and British pound sterling, amounting to 105.1 million. Excluding
non-recurring items, all of our divisions, except for wood supply Europe, reported lower operating profit in 2003 than in 2002, mainly due to lower sales prices and the weakening of the U.S. dollar.



Paper.    Operating profit for the publication
paper division was 47.2 million in 2003, compared to an operating loss of 762.7 million in 2002. This was attributable primarily to the impact of the one-time impairment charge made in 2002 in relation to our North American assets.
Excluding non-recurring items,



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operating profit for the publication paper division decreased in 2003 compared to 2002, primarily due to lower sales prices and higher relative fixed costs.



Operating profit for the fine paper division was 100.1
million in 2003, an increase of 32.2 million, or 47 percent, from operating profit of 67.9 million in 2002. The increase was attributable primarily to the impact of the one-time impairment charge made in 2002 related to our North
American assets. Excluding non-recurring items, operating profit of the fine paper division decreased in 2003 compared to 2002, primarily due to the negative impact of lower fine paper sales prices, partly offset by the positive impact of higher
delivery volumes.



Operating loss for the merchants division
was 8.9 million in 2003, compared to an operating loss of 24.7 million in 2002. This difference was attributable primarily to the impact of non-recurring closing costs related to the discontinuation of operations of Papyrus GB
limited in the United Kingdom in 2002. Excluding non-recurring items, operating profit of the merchants division decreased in 2003 compared to 2002, primarily due to the negative impact of lower sales prices and provision for redundancies in 2003.



Packaging Boards.    Operating
profit for the packaging boards product area was 280.5 million in 2003, a decrease of 51.8 million, or 16 percent, over operating profit of 332.3 million in 2002. The decrease was attributable primarily to lower sales prices due to
the weakening of the U.S. dollar.



Forest
Products.    Operating profit for the wood products division was 6.5 million in 2003, a decrease of 23.6 million, or 78 percent, from operating profit of 30.1 million in 2002. The decrease was attributable
primarily to somewhat lower sales prices and higher fixed costs.



Operating profit for the wood supply Europe division was 116.5 million in 2003, a decrease of 4.0 million, or three percent, from operating profit of 120.5 million in 2002. The decrease was attributable primarily to
positive effect of the capital gains from the sale of our forest land and related operations in Finland on the 2002 operating profit. Excluding non-recurring items, operating profit of the wood supply Europe division increased in 2003 compared to
2002, primarily due to higher sales prices.



Other
Operations.    Operating loss from our other operations amounted to 70.5 million in 2003, compared to operating profit of 58.9 million in 2002. This included non-allocated corporate overhead items and elimination
of group internal margins in consolidation. The change was attributable primarily to the impact of one-time capital gains from the sale of Billerud shares and our forest land and related operations in the United States in 2002.



Financial Items



Net financial expense amounted to 237.7 million in 2003, an increase
of 31.5 million, or 15 percent, compared to net financial expense of 206.2 million in 2002. The increase was attributable primarily to the negative effect of a provision made in 2003 for the expected losses from the termination of
cross-border leasing contracts in the United States.



Profit
(Loss)



We had a profit before tax and minority interests
of 210.7 million in 2003, an improvement of 580.0 million from loss before tax and minority interests of 369.3 million in 2002. Income taxes in 2003 amounted to a negative 67.0 million, compared to income taxes of 128.5
million in 2002. Our effective tax rate in 2003 was 31.8 percent, compared to 34.8 percent in 2002. Minority interest income was (5.8) million in 2003 compared to an income of 0.1 million in 2002. Net profit in 2003 was 137.9
million compared to a net loss of 240.7 million in 2002.



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The Year Ended December 31, 2002 Compared to the Year Ended December 31, 2001



Sales



Group.    Our sales were 12,782.6 million in 2002, a decrease of 723.2 million, or
5.4 percent, from sales of 13,508.8 million in 2001. The decrease was attributable primarily to decreased delivery volumes of the newsprint and fine print product areas and lower sales prices for all product areas, partially offset by the
impact of increased delivery volumes of the magazine paper and packaging boards product areas as well as timber products. In addition, the weakening of the U.S. dollar and the British pound sterling relative to the euro contributed a decrease in our
sales in 2002 compared to 2001. Due to the low order level, we curtailed our production of paper and board by 1,275,000 metric tons in 2002, with 220,000 metric tons of such curtailments taking place in North America. Most of the curtailments were
made in the publication paper division (874,000 metric tons) and the fine paper division (250,000 metric tons). The product area discussions below include internal sales.



Paper.    Sales by the publication paper division were 4,715.6 million in 2002, a decrease
of 698.8 million, or 13 percent, from sales of 5,414.4 million in 2001. The decrease was attributable primarily to lower sales prices in magazine paper and newspaper, partially offset by the impact of increased delivery volumes in
magazine paper.



Sales by the fine paper division were
3,427.4 million in 2002, a decrease of 243 million, or seven percent, from sales of 3,670.4 million in 2001. The decrease was attributable primarily to lower sales prices.



Sales by the merchants division were 720.6 million in 2002, a decrease
of 119.7 million, or 14.2 percent, from sales of 840.3 million in 2001. The decrease was attributable primarily to lower sales prices.



Packaging Boards.    Sales by the packaging boards product area were 2,720.2 million in 2002, an increase of 49.1
million, or two percent, over sales of 2,671.1 million in 2001. The increase was attributable primarily to increased delivery volumes, partially offset by the impact of lower sales prices.



Forest Products.    Sales by the wood products
division amounted to 1,235.2 million in 2002, an increase of 54.7 million, or 4.6 percent, over sales of 1,180.5 million in 2001. The increase was attributable primarily to increased delivery volumes, partially offset by the impact
of lower sales prices.



Sales by the wood supply Europe
division amounted to 1,958.7 million in 2002, an increase of 133.1 million, or 7.3 percent, over sales of 1,825.6 million in 2001. The increase was attributable primarily to increased delivery volumes and higher sales prices.



Elimination of Internal Sales; Other
Operations.    Elimination of internal sales, offset by other operations, amounted to (1,995.1) million in 2002, as compared to (2,093.5) million in 2001.



Operating Profit (Loss)



Group.    Our operating loss was 177.7
million in 2002, a decrease of 1,652.7 million, from operating profit of 1,475.0 million in 2001. The decrease in operating profit was attributable primarily to the impact of the one-time impairment charge related to our North American
assets and the decline in profitability of magazine paper, newsprint and fine print product areas. The weakening of the U.S. dollar and the British pound sterling relative to the euro contributed a decrease in our operating profit in 2002 compared
to 2001.



Paper.    Operating loss
for the publication paper division was 762.7 million in 2002, a decrease of 20.2 million, or three percent, from operating profit of 782.9 million in 2001. The decrease was attributable primarily to the impact of the one-time
impairment charge related to our North American assets and lower magazine paper prices as well as lower sales in newsprint and to somewhat higher recovered paper prices. The decrease was partially offset by the positive impact of higher delivery
volumes and lower variable costs in magazine paper.



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##### Table of Contents

Operating profit for the fine paper division was 67.9 million in 2002, a decrease of 260.5
million, or 79 percent, from operating profit of 328.4 million in 2001. The decrease was attributable primarily to lower sales due to lower fine paper sales prices, partially offset by the positive impact of lower variable costs.



Operating loss for the merchants division was 24.7 million in 2002,
compared to an operating loss of 10.1 million in 2001. This was attributable primarily to non-recurring closing costs related to the discontinuation of operations of Papyrus GB limited in the United Kingdom, partially offset by the increase in
profitability due to the discontinuation of such unprofitable operations.



Packaging Boards.    Operating profit for the packaging boards product area was 332.3 million in 2002, an increase of 3.2 million, or one percent, over operating profit of
329.1 million in 2001. The increase was attributable primarily to increased sales and somewhat lower variable costs.



Forest Products.    Operating profit for the wood products division was 30.1 million in 2002, an increase of 25.9
million over operating profit of 4.2 million in 2001. The increase was attributable primarily to increased sales and the positive impact of lower fixed costs, partially offset by increased personnel costs.



Operating profit for the wood supply Europe division was 120.5 million
in 2002, an increase of 33.3 million, or 38 percent, over operating profit of 87.2 million in 2001. The increase was attributable primarily to increased net sales and capital gains from the sale of our forest land and related operations
in Finland.



Other
Operations.    Operating profit from our other operations amounted to 58.9 million in 2002, compared to operating loss of 46.7 million in 2001. This included non-allocated corporate overhead items and elimination
of group internal margins in consolidation. The operating profit was attributable primarily to capital gains from the sale of Billerud shares and our forest land and related operations in the United States.



Financial Items



Net financial expense amounted to 206.2 million in 2002, a decrease of
137.3 million, or 40.0 percent, compared to net financial expense of 343.5 million in 2001. The decrease was attributable primarily to lower interest rates and decreased level of our debt.



Profit (Loss)



We had a loss before tax and minority interests of 369.3 million in
2002, a decrease of 1,580.4 million from profit before tax and minority interests of 1,211.1 million in 2001. Income taxes in 2002 amounted to a positive 128.5 million, compared to income taxes of 296.1 million in 2001. Our
effective tax rate in 2002 was 34.8 percent, compared to 24.4 percent in 2001. Minority interest income was 0.1 million in 2002 compared to an income of 2.9 million in 2001. Net loss in 2002 was 240.7 million compared to a net
profit of 917.9 million in 2001.



Liquidity and Capital Resources



Our principal source of liquidity is cash generated from operations. Our liquidity requirements arise primarily from the need to fund capital expenditures in order to keep our assets competitive, to expand our business, to fund our working
capital requirements and to make dividend payments. We believe that our working capital is sufficient for our present requirements.



Net cash flow from operating activities was 1,688.8 million in 2003, an increase of 262.6 million as compared to 1,426.2 million in
2002. This increase was caused primarily by decreased net working capital. Net cash flow from operating activities decreased by 102.3 million in 2002 from 1,528.5 million in 2001. This decline was caused primarily by lower operating
profits.



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Cash used in investing activities was 1,071.6 million in 2003, an increase of 814.3 million
as compared to 257.3 million in 2002. This was due principally to increased capital expenditures. Cash used in investing activities decreased by 625 million in 2002 from 882.3 million in 2001. This was due principally to proceeds
received from divestitures and lower acquisition expenditures.



Cash used in financing activities was 570.0 million in 2003, compared to cash used in financing activities of 1,234.4 million in 2002. This was due principally to increased short-term borrowings. Cash used in financial
activities was 1,145.1 million in 2001. These changes were due primarily to increased borrowing to finance the Consolidated Papers acquisition.



Our total interest-bearing liabilities were 5,174 million as of December 31, 2003, compared to 5,176 million as of December 31, 2002, and
6,409 million as of December 31, 2001. Our total interest-bearing assets were 1,255 million as of December 31, 2003, compared to 1,909 million as of December 31, 2002, and 1,283 million as of December 31, 2001.



On January 15, 2003, we signed a new 2.5 billion revolving credit
facility with a group of international banks. The final maturity date of the new facility is January 15, 2008. On February 17, 2003, we cancelled two existing unutilized long-term credit facilities; a $600 million multi-currency revolving facility
and a DEM 1.5 billion credit facility.



The aggregate unused
credit available to us as of December 31, 2003 amounted to approximately 2.5 billion. In general, our policy is to place long-term debt at the parent company level. However, as of December 31, 2003, Stora Enso North America Corp. (formerly,
Consolidated Papers Inc.) had long-term credit facilities with the total principal amount of $437 million outstanding and certain clauses included in the related agreements restrict Stora Enso North America Corp.s ability to transfer loans to
the parent company.



The table below sets forth our contractual
obligations as of December 31, 2003:



|                                   |  |                 |  |                        |  |          |  |              |  |        
|---------------------------------- |  | --------------- |  | ---------------------- |  | -------- |  | ------------ |  | -------
|                                   |  | Total           |  | Payments Due by Period
|                                   |  | Less than 1year |  | 1-3years               |  | 4-5years |  | After 5years
|                                   |  | ( in millions)
|Contractual Obligations            |  |                 |  |                        |  |          |  |              |  |        
|Long-term debt                     |  | 3,764.1         |  | 359.5                  |  | 726.5    |  | 1,315.3      |  | 1,362.8
|Capital lease obligations          |  | 317.0           |  | 19.3                   |  | 39.5     |  | 35.6         |  | 222.6  
|Operating leases                   |  | 205.5           |  | 34.3                   |  | 47.2     |  | 34.7         |  | 89.3   
|Purchase obligations               |  | 1,755.0         |  | 522.8                  |  | 446.5    |  | 290.8        |  | 494.8  
|Other long-term obligations        |  | 118.8           |  | 118.8                  |  |         |  |             |  |       
|                                   |  |                 |  |                        |  |          |  |              |  |        
|Total contractual cash obligations |  | 6,160.4         |  | 1,054.7                |  | 1,259.7  |  | 1,676.4      |  | 2,169.5
|                                   |  |                 |  |                        |  |          |  |              |  |        



We do not believe that
we have material funding requirements for our domestic defined benefit pension plans. In April 2004, we made benefit payments of 118.8 million related to our U.S. pension and health care plans. We do not expect any benefit payments related to
our other underfunded foreign defined benefit plans to be material in the future, and have therefore not included such benefit payments in the table above for any of the periods presented.



On December 8, 2003, Standard & Poors Ratings Services confirmed
our ratings of BBB+ and A-2 for long-term debt and short-term debt, respectively. Also on December 8, 2003, Moodys Investor Services confirmed a Baa1 rating to our long-term debt and a P-2 rating to our short-term debt. Both rating agencies
have announced that ratings for our debt are stable. If the ratings were downgraded by the rating agencies, our cost of capital would increase. Any downgrade could also negatively affect our businesses and the availability of future financing. A
downgrade of our long-term credit ratings by Moodys Investor Services below Baa3 or Standard & Poors below BBB- could trigger prepayment clauses in the long-term credit facilities of Stora Enso North



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America Corp. with the total principal amount of $437 million and certain lease agreements with a total value of $121 million.



Off-Balance Sheet Arrangements



There are no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results or operations, liquidity, capital
expenditures or capital resources that is material to investors.



Research and Development



General



We conduct research and development
in order to respond to evolving customer preferences and the demand for higher quality and more economical paper and board grades and packagings. Recently, our research and development efforts have focused on improving the functionality, performance
and consistency in paper and board grades. In 2003, we used 88.8 million, or 0.7 percent of sales, in research and development, as compared to 91.6 million in 2002 and 92.3 million in 2001. Research and development costs decreased
by three percent in 2003 as compared to a decrease of 0.8 percent in 2002.



In 2003, our research and development centers were integrated with business units in order to increase the emphasis on research and development in the product areas, to integrate research and development into business
strategy development and to utilize the scientific and technical expertise of the centers efficiently in customer service and troubleshooting.



We outsource to research institutes and universities a substantial part of our basic research requirements. In addition, we conduct our technology
development research in partnership with equipment and chemical suppliers. We also conduct studies in cooperation with other forest products companies, primarily within Oy Keskuslaboratorio-Central Laboratorium Ab (Keskuslaboratorio),
which we own together with UPM-Kymmene, Metsäliitto group and Myllykoski.



We have five principal research centers located in Imatra, Finland; Falun and Karlstad, Sweden; Düsseldorf, Germany; and Biron, the United States. In 2003, approximately 520 of our employees were engaged full
time in research and development, of whom approximately 400 were employed in our research centers. Our research centers have been of central importance in realizing our goal of using different types of raw materials and modern and innovative
technology to produce high quality products. Research and development centers, together with resources in the mills, constitute an efficient combination of product and process expertise along with advanced scientific and technical resources.



Product Area Specific Research and Development



An essential feature of our research and development
strategy is to use our proprietary research and development for improved competitiveness through achieving preferred supplier position (value leadership and customer service), cost leadership (operational excellence and raw material costs) and
innovations (new products, improved production concepts and applications). One principal function of research and development work is the application of new technologies to our production and enhancement of existing and newly introduced production
processes. This type of work is done primarily at our manufacturing facilities.



In the paper product area, research and development concentrated on end-use and customer-driven work on printability, improving customer service to printers and preparing for future developments in printing
technology. In the publication paper division, research and development work has focused on the further improvement of the quality of deinked pulp, improving the printability of paper grades for heatset and rotogravure printing and developing paper
grades suitable for new printing applications in the book-printing industry. In the fine paper division, new products are being developed for high resolution copying, color copying and digital printing.



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The growth strategy of the packaging boards product area is based on innovation and development. New
materials have been developed for cups, trays and liquid cartons utilizing new approaches to improve barrier properties and converting characteristics. Recent research and development efforts of the packaging board product area include the
development of Enso Silver Barr, a paperboard with aluminum-free high barrier plastic coating. The name Silver originates in the color of the coating. This special coating gives the paperboard enhanced light barrier. Other barrier properties will be
tailor-made according to the customers requirements. This new product helps extend the shelf life of food products. We have also developed the concept of a virtual package to speed up the process of developing new types of
packaging and to help customer select packaging that suits their needs. At the Enocell mill in Finland and Norrsundet mill in Sweden, product development has focused on softwood kraft paper pulps. We have succeeded in improving the quality of our
soft wood kraft pulp through measures taken in wood material selection and process modifications. Introduction of new pulp grades has resulted in lower costs and improved runnability on the paper machines. In 2003, our consumer boards division set
up Innocentre, a packaging research and development center, to develop new packaging material concepts, undertake research on packaging engineering and test new technology.



In 2003, our wood products division launched a new product called WoodHeart® that exploits the natural durability of Nordic scots pine heartwood to meet the needs
of the woodworking industry where durability and stability are required.



Capital Expenditure



In 2003,
our total capital expenditures were 1,248.2 million, compared to 877.6 million in 2002, and 857.1 million in 2001. The largest projects in 2003 were the completion of the building of the new paper machine at the Langerbrugge mill
in Belgium, which cost 201.1 million; the 82.4 million rebuild of paper machine at the Veitsiluoto mill in Finland; 52.9 million rebuild of paper machine at the Maxau mill in Germany; the new boiler at the Kvarnsveden mill in
Sweden, which cost 23.6 million; the completion of phase 1 of the paper machine rebuild at the Biron mill in the United States, which cost 18.9 million; and the 29.8 million folding boxboard asset improvements at the Baienfurt mill
in Germany. The largest projects in 2002 were a new newsprint paper machine, which cost 254.1 million; a 28.6 million rebuild of a magazine paper machine at the Langerbrugge mill in Belgium; and a 16.5 million rebuild of a fine
paper machine at the Oulu mill in Finland. The largest projects in 2001 were a new pulping line, which cost 134.5 million; a 11.2 million rebuild of the board machine at the Imatra mill in Finland; a 56.7 million rebuild of a fine
paper machine at the Oulu mill in Finland; a 22.1 million rebuild of a fine paper machine at the Uetersen mill in Germany; and a 14.5 million rebuild of a newsprint paper machine at the Summa mill in Finland.



Distribution of capital expenditures between product areas and geographic
regions is governed largely by the location of existing capacity.



The following table describes our capital expenditures by product area for the periods indicated:



|                   |  |                                 |  |       |  |        
|------------------ |  | ------------------------------- |  | ----- |  | -------
|                   |  | For the year ended December 31,
|                   |  | 2001                            |  | 2002  |  | 2003   
|                   |  | ( in millions)                
|Paper              |  |                                 |  |       |  |        
|Publication paper  |  | 239.7                           |  | 428.2 |  | 591.6  
|Fine paper         |  | 193.7                           |  | 134.6 |  | 219.1  
|Merchants          |  | 5.0                             |  | 0.0   |  | 25.6   
|Packaging boards   |  | 294.4                           |  | 140.5 |  | 170.9  
|Forest products    |  |                                 |  |       |  |        
|Wood products      |  | 64.4                            |  | 53.5  |  | 141.9  
|Wood supply Europe |  | 21.2                            |  | 24.9  |  | 20.2   
|Other operations   |  | 38.7                            |  | 41.9  |  | 78.9   
|                   |  |                                 |  |       |  |        
|Total              |  | 857.1                           |  | 877.6 |  | 1,248.2
|                   |  |                                 |  |       |  |        



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The following table describes our capital expenditures by country in our primary areas of operation:



|              |  |                                 |  |       |  |        
|------------- |  | ------------------------------- |  | ----- |  | -------
|              |  | For the year ended December 31,
|              |  | 2001                            |  | 2002  |  | 2003   
|              |  | ( in millions)                
|Belgium       |  | 30.7                            |  | 290.6 |  | 209.7  
|Finland       |  | 392.1                           |  | 211.7 |  | 371.5  
|Sweden        |  | 158.5                           |  | 141.0 |  | 197.3  
|United States |  | 66.9                            |  | 74.4  |  | 109.0  
|Germany       |  | 91.6                            |  | 55.1  |  | 126.8  
|Austria       |  | 25.2                            |  | 22.1  |  | 18.7   
|Portugal      |  | 14.9                            |  | 18.5  |  | 5.8    
|Canada        |  | 12.9                            |  | 12.7  |  | 45.3   
|France        |  | 7.8                             |  | 13.9  |  | 36.3   
|Other         |  | 56.5                            |  | 37.6  |  | 127.8  
|              |  |                                 |  |       |  |        
|Total         |  | 857.1                           |  | 877.6 |  | 1,248.2
|              |  |                                 |  |       |  |        



In line with our
strategy, we expect that the aggregate of our total capital expenditures on projects in 2003 and scheduled projects in 2004 (excluding acquisitions) will be in line with the level of our aggregate depreciation charges in 2003 and 2004 (excluding
goodwill). In 2003, our total capital expenditures amounted to 1,248.2 million and our total depreciation charges amounted to 1,084.3 million. We intend to finance our capital expenditures through cash flow from operations.



Our largest projects in 2004 are expected to be the building of a new
paper machine at the Kvarnsveden mill in Sweden and the upgrading and modernization of a magazine paper and improved newsprint machine at the Summa mill in Finland.



Inflation



Inflation in Finland
as measured by the change in the consumer price index was 0.9 percent in 2003, 1.6 percent in 2002 and 2.6 percent in 2001. Inflation in Sweden as measured by the change in the consumer price index was 2.1 percent in 2003, 2.4 percent in 2002 and
2.6 percent in 2001. Inflation in Finland and Sweden did not have a significant impact on our operating results. However, a portion of our operations, sales and production is performed in countries with rates of inflation higher or lower than that
of Finland or Sweden. Changes in rates of exchange may or may not reflect differences in rates of inflation. It is therefore not possible to quantify the individual or combined effects of these factors on reported income.



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Item 6.    Directors, Senior Management and Employees.



Management of Stora Enso



General



Pursuant to the provisions of the
Finnish Companies Act and our articles of association, the control and management of our company is divided between the shareholders (through actions taken at general meetings of shareholders), the board of directors, the chief executive officer and
the deputy chief executive officer. In addition, our executive management group assists the chief executive officer in the day-to-day management of our company.



Our chief executive officer, assisted by our executive management group, is responsible for the day-to-day management of our affairs in accordance with
instructions and directives given by our board of directors. Measures which are not within the ordinary course of our business may be taken by our chief executive officer only if approved by our board of directors, unless the delay required to
obtain board approval would result in a substantial disadvantage. In the latter case, our board of directors must be informed as soon as practicable of the measures which have been taken.



The business address for our directors and executive management is Kanavaranta 1, FIN-00160 Helsinki, Finland.



Board of Directors



Currently, our board of directors consists of 11 members, each of whom has
been elected by the annual general meeting of shareholders on March 18, 2004. Each board member serves for a one-year term, and may be appointed, or removed, only by a resolution of the general meeting of shareholders.



The following table lists the names of the members of our board of directors,
their principal occupation or employment and their year of birth:



|                  |  |                                                                                                   |  |              
|----------------- |  | ------------------------------------------------------------------------------------------------- |  | -------------
|Name              |  | Principal Occupation or Employment                                                                |  | Year of Birth
|Claes Dahlbäck    |  | Chairman of the boards of directors of Investor AB and Stora Enso                                 |  | 1947         
|Krister Ahlström  |  | Vice chairman of the board of directors of Stora Enso, chairman of the board of Wermland Paper AB |  | 1940         
|Lee A. Chaden     |  | Executive vice president of Sara Lee Corporation                                                  |  | 1942         
|Harald Einsmann   |  | Member of the boards of directors of British American Tobacco, EMI Group plc. and Tesco Ltd.      |  | 1934         
|Björn Hägglund    |  | Deputy chief executive officer of Stora Enso                                                      |  | 1945         
|Jukka Härmälä     |  | Chief executive officer of Stora Enso                                                             |  | 1946         
|Barbara Kux       |  | Chief procurement officer of Royal Philips Electronics                                            |  | 1954         
|Ilkka Niemi       |  | Senior advisor, independent consultant                                                            |  | 1946         
|Paavo Pitkänen    |  | President and chief executive officer of Varma Mutual Pension Insurance Company                   |  | 1942         
|Jan Sjöqvist      |  | Chief executive officer of Swedia Networks AB                                                     |  | 1948         
|Marcus Wallenberg |  | President and chief executive officer of Investor AB                                              |  | 1956         



As described under
Management Biographies below, most of the directors had served as members of either the STORA board or the Enso board prior to the 1998 merger of the two companies.



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Executive Management Group



The following table lists the names of the members of our executive management group, their responsibilities as of December
31, 2003 with our company and their year of birth:



|                |  |                                                                                                    |  |             
|--------------- |  | -------------------------------------------------------------------------------------------------- |  | ------------
|Name            |  | Responsibility                                                                                     |  | Yearof Birth
|Jukka Härmälä   |  | Chief executive officer                                                                            |  | 1946        
|Björn Hägglund  |  | Deputy chief executive officer                                                                     |  | 1945        
|Esko Mäkeläinen |  | Chief financial officer and senior executive vice president, finance, accounting and legal affairs |  | 1946        
|Lars Bengtsson  |  | Senior executive vice president, Stora Enso North America                                          |  | 1945        
|Jussi Huttunen  |  | Senior executive vice president, Stora Enso fine paper                                             |  | 1954        
|Pekka Laaksonen |  | Senior executive vice president, Stora Enso packaging boards                                       |  | 1956        
|Kai Korhonen    |  | Senior executive vice president, Stora Enso paper                                                  |  | 1951        
|Arno Pelkonen   |  | Senior executive vice president, Stora Enso forest products                                        |  | 1954        
|Bernd Rettig    |  | Senior executive vice president, Stora Enso publication paper                                      |  | 1956        
|Yngve Stade     |  | Senior executive vice president, corporate support and energy                                      |  | 1947        



All of the members of
our executive management group, except for Jussi Huttunen and Arno Pelkonen, have served in their capacities since the merger of STORA and Enso in 1998. As described under Management Biographies below, most of the members of the
executive management group had served as members of either STORA management or Enso management prior to the 1998 merger.



In May 2003, our core product areas were reorganized to include three product areas: paper, packaging boards and forest products. Currently, Kai Korhonen
is the head of the paper product area, Pekka Laaksonen the head of the packaging boards product area and Arno Pelkonen the head of the forest products product area. The reorganization of our core product areas is described in more detail under
Item 4. Information on the CompanyCorporate Structure.



Management Biographies



Board of Directors



Claes Dahlbäck has acted as the chairman of
our board of directors since December 1998. He is the chairman of Investor AB and the executive vice chairman of W Capital Management AB. Mr. Dahlbäck is also the chairman of the boards of directors of Vin & Sprit AB, Gambro AB and EQT
Funds as well as a member of the board of directors of Goldman & Sachs Co. Prior to the 1998 merger of STORA and Enso, Mr. Dahlbäck served as a member of the STORA board of directors beginning in May 1990 and as chairman of the board of
STORA since May 1997. Mr. Dahlbäck holds a Master of Science degree in Economics as well as honorary doctorate degrees in Technology and Arts.



Krister Ahlström has acted as the vice chairman of our board of directors since December 1998. He was formerly chairman of the board and
president and chief executive officer of A. Ahlström Corporation. Mr. Ahlström is the chairman of the board of directors of Wermland Paper AB and a member of the boards of directors of EQT Finland BV and NKT Holding A/S as well as of
the boards of several other industrial companies, academic institutions and foundations. Prior to the 1998 merger of STORA and Enso, Mr. Ahlström served as a member of Ensos supervisory board beginning in May 1993. Mr. Ahlström holds
a Master of Science degree in Engineering as well as honorary doctorate degrees in Technology and Arts.



Lee A. Chadenis the executive vice president of Sara Lee Corporation and the chief executive officer of Sara Lee Branded ApparelEurope. Mr.
Chaden has been a member of our board of directors since March 2004. Prior to joining Sara Lee Corporation in 1991, Mr. Chaden has held various positions at Marketing Corporation



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of America from 1979 until 1991 and at Procter & Gamble Company from 1966 until 1979. Mr. Chaden has also served as a member of the board of directors of
Delta Galil Industries, Ltd. from 1999 until 2000 and from 2002 until 2003. Mr. Chaden holds a Bachelor of Science degree in Industrial Engineering and a Masters degree in Business Administration.



Harald Einsmann is the executive chairman of the board of directors of
Findus AB and has been a member of our board of directors since December 1998. He is a member of the boards of directors of British American Tobacco plc, EMI Group plc, Tesco Ltd and several other international corporations. Prior to the 1998 merger
of STORA and Enso, he was a member of the STORA board of directors beginning in March 1998. Mr. Einsmann served as the president of Procter & Gamble Europe from 1984 until 1999 and holds a Doctor of Philosophy degree in Economics.



Björn Hägglund has acted as our deputy chief executive
officer and has been a member of our board of directors since December 1998. Previously, he was the chief executive officer of STORA from March 1998 until December 1998 and the president of STORA Forest Timber from January 1991 until March 1998. Mr.
Hägglund is also the chairman of the Research Institute of Industrial Economics (IUI) in Sweden and a member of the board of the Federation of Swedish Forest Industries and the Confederation of European Paper Industries. In addition, he is a
member of the Royal Swedish Academy of Engineering Sciences and the Royal Swedish Academy of Agriculture and Forestry and a member of the boards of the Federation of Swedish Forest Industries and the Confederation of European Paper Industries. Mr.
Hägglund holds a Doctor of Philosophy degree in Forestry.



Jukka Härmälä has acted as our chief executive officer and has been a member of our board of directors since December 1998. Mr. Härmälä is vice chairman of the supervisory board of Varma Mutual Pension
Insurance Company and vice chairman of the board of directors of Finnlines Plc. He is also a member of the board of the Finnish Forest Industries Federation and a member of the European Round Table of Industrialists. He was employed by Enso from
April 1970 to February 1984, and rejoined Enso in September 1988, having been in the interim the senior vice president and a member of the board of management of Kansallis-Osake-Pankki, a predecessor of Nordea Bank. Prior to the 1998 merger of STORA
and Enso, he was the president and chief operating officer of Enso from September 1988 through December 1991 and the chief executive officer from January 1992 through December 1998. Mr. Härmälä holds a Bachelor of Science degree in
Economics and Business Administration as well as honorary doctorate degrees in Engineering and Economics.



Barbara Kux is the chief procurement officer and member of the group management committee of Royal Philips Electronics and has been a member of our
board of directors since March 2003. In addition, Ms. Kux is a member of the board of INSEAD in France. Formerly, she served as a vice president of ABB AG and Nestlé S.A. and as an executive director at Ford Motor Company. Ms. Kux holds a
Masters degree in Business Administration.



Ilkka
Niemi is a senior advisor and independent consultant on international finance and has been a member of our board of directors since March 2001. He is a chairman of the board of directors of Motiva Oy and a member of the board of directors of
Kvaerner Masa Yards Oy. He served as a member of the board of World Bank and as a representative for the Nordic and Baltic countries at the financial institutions of the World Bank Group from August 1997 until August 2000. Prior to that, he served
as chief executive officer and a member of the board of the Finnish State Guarantee Board from September 1989 until July 1997. In addition, he acted as the chairman of Finnish Accounting Standards Board from 1993 to 1996. Mr. Niemi holds a Master of
Science degree in Economics and Business Administration.



Paavo Pitkänen is the president and chief executive officer of Varma Mutual Pension Insurance Company and has been a member of our board of directors since December 1998. In addition, he is a member of the boards of directors of
Wärtsilä Corporation and Sampo plc, as well as a member of the boards of directors of certain Finnish insurance institutions. Prior to the 1998 merger of STORA and Enso, Mr. Pitkänen was a member of the Enso board of directors
beginning in October 1994. Mr. Pitkänen holds a Master of Science degree in Mathematics.



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Jan Sjöqvist is the chief executive officer and a member of the board of directors of Swedia
Networks AB and has been a member of our board of directors since December 1998. In addition, Mr. Sjöqvist is a member of the boards of directors of SSAB Svenskt Stål AB, Green Cargo AB and Lannebo fonder AB. Prior to the 1998 merger of
STORA and Enso, he served as a member of the STORA board of directors from March 1997 until December 1998. Mr. Sjöqvist holds a Masters degree in Business Administration.



Marcus Wallenberg is the chief executive officer and the president of Investor AB and has been a member of our board
of directors since December 1998. Mr. Wallenberg is a member of the boards of AstraZeneca Plc., Saab AB, Scania AB, Skandinaviska Enskilda Banken AB, Telefonaktiebolaget LM Ericsson, and the Knut and Alice Wallenberg Foundation. Prior to the 1998
merger of STORA and Enso, Mr. Wallenberg served as a director of STORA beginning in March 1998. From August 1990 until June 1993, Mr. Wallenberg served as a vice president at Store Feldmühle AG, a subsidiary of STORA. Mr. Wallenberg holds a
Bachelor of Science degree in Foreign Service.



Executive
Management Group



Lars Bengtsson has acted as the
senior executive vice president, Stora Enso North America, since May 2003. He is also a member of the board of directors of a number of our subsidiaries and associated companies. Previously, he was the senior executive vice president, newsprint,
from September 2000 until April 2003 and the executive vice president, fine paper, from December 1998 until August 2000. He joined STORA in 1986. He holds a Master of Science degree in Technology.



Esko Mäkeläinen is our chief financial officer and has acted
as the senior executive vice president, finance, accounting and legal affairs, since September 2001. Previously, he was the senior executive vice president, accounting and legal affairs, from December 1998 until August 2001 and the executive vice
president and a member of the board of directors of Enso from January 1992 until December 1998, the vice president and the head of the corporate accounting department of Enso from November 1983 until December 1991, the head of the budgeting
department of Enso from May 1977 until October 1983, the head of accounting for the wood processing division from December 1976 until April 1977, and the head of the accounting department of the Kotka mills of Enso from November 1970 until December
1976. Mr. Mäkeläinen is a member of the supervisory board of Mutual Pension Insurance Company Ilmarinen. He joined Enso in 1970 and is a member of the boards of directors of a number of our subsidiaries and associated companies. He holds a
Master of Science degree in Economics and Business Administration.



Jussi Huttunenhas acted as the senior executive vice president, Stora Enso fine paper, since January 2002. Previously, he was the managing director of Stora Enso UK from January 1999 until December 2001, managing director of Enso UK
Group from August 1994 until December 1998, vice president of the fine paper division of Enso from January 1992 until July 1994, managing director of Enso Marketing Co Ltd from January 1990 until January 1992, managing director of Enso Rose Ltd from
March 1986 until January 1992 and sales manager at Enso Marketing Co Ltd from March 1983 until December. He joined Enso in 1979 and is a member of the boards of directors of a number of our subsidiaries and associated companies. He holds a Master of
Science degree in Economics.



Kai Korhonen has acted as
the senior executive vice president, Stora Enso paper, since May 2003. Previously, he was the senior executive vice president, North America, from September 2000 until April 2003 and the senior executive vice president, newsprint, from December 1998
until August 2000; the vice president, marketing, of Enso Publication Papers Oy Ltd from January 1996 until December 1998; managing director of Sachsen Papier Eilenburg GmbH from January 1993 until February 1996; and senior vice president, corporate
planning, of Enso from March 1991 until December 1992. He joined the Varkaus Mill of Enso (previously, A. Ahlström Osakeyhtiö) in May 1977 and served there in various positions until February 1991. He is a member of the board of directors
of American Forest & Paper Association. In addition, he is a member of the boards of directors of a number of our subsidiaries and associated companies. He holds a Master of Science degree in Engineering and a Master degree in Business
Administration.



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Pekka Laaksonen has acted as the senior executive vice president, Stora Enso packaging boards,
since December 1998. Previously, he was the executive vice president of the packaging boards division of Enso from August 1993 until December 1998, managing director of Enso (Deutschland) GmbH & Co. from January 1989 until August 1993, sales
manager at Enso (Deutschland) from January 1986 until December 1988, a vice president of the plywood division of Enso from September 1984 until December 1985, sales manager at Enso (Deutschland) from August 1981 until August 1984 and an employee of
the plywood division of Enso from March 1979 until July 1981. He was also a member of the board of directors of Enso from May 1996 until December 1998 and a deputy member of the board of directors of Enso from August 1993 until April 1996. He joined
Enso in 1979 and is a member of the boards of directors of a number of our subsidiaries and associated companies. In addition, he is a member of the board of directors of Suominen Corporation. He holds a Masters degree in Economics and
Business Administration.



Arno Pelkonen has acted as the
senior executive vice president, Stora Enso forest products, since May 2003. Previously, he was the senior executive vice president, timber, from August 2001 until April 2003 and the executive vice president and managing director of Stora Enso
Timber Oy Ltd from December 1998 until August 2001, managing director of Enso Timber Oy Ltd from September 1995 until December 1998, marketing director of Ensos sawmill industry from January 1990 until September 1995, sales director of
Ensos sawmill industry from May 1986 until January 1990, and sales manager of Ensos sawmill industry from May 1984 until May 1986. Mr. Pelkonen is a member of managing board of CEI-Bois. He joined Enso in 1984 and is a member of the
boards of directors of a number of our subsidiaries and associated companies. He holds a Master of Science degree in Economics and Business Administration.



Bernd Rettig has acted as the senior executive vice president, Stora Enso publication paper, since May 2003. He was the senior executive vice
president, magazine paper, from April 1999 until May 2003 and the managing director of Stora Enso Kabel GmbH from June 1996 until March 1999 and the managing director of Stora Reisholz GmbH from January 1992 until May 1996. He joined STORA in 1982
and is a member of the boards of directors of a number of our subsidiaries and associated companies. He holds a Master of Science degree in Engineering.



Yngve Stade has acted as the senior executive vice president, Stora Enso corporate support and energy, since December 1998. Previously, he was the
senior vice president of STORA and the president of STORA Corporate Research from March 1994 until December 1998. He is a member of the boards of the Swedish Forest Research AB, TAPPI (International slot) and Marcus Wallenberg Foundation. He joined
STORA in 1994 and is a member of the boards of directors of a number of our subsidiaries and associated companies. He holds a Master of Science degree in Engineering.



Corporate Governance



General



Matters pertaining to corporate governance are mainly
regulated under the Finnish Companies Act, the Finnish Securities Markets Act and our corporate governance policy. In 2003, we updated our corporate governance policy in response to our reorganization, public interest in governance issues, new rules
and recommendations of the Helsinki Exchanges, the Stockholm Exchange and New York Stock Exchange and the U.S. Sarbanes-Oxley Act. Our board of directors, our chief executive officer and our deputy chief executive officer manage our company. For
additional information about the provisions of our articles of association relating to certain other corporate governance matters, see Item 10. Additional InformationMemorandum and Articles of Association. The following is a brief
summary of certain relevant provisions of the Finnish Companies Act and our corporate governance policy:



Board of Directors.    It is our policy that the board of directors shall have a majority of independent directors. To be
considered independent, the board must resolve that a director has no material relationship with the Company other than as a director. Our board of directors currently consists of 11 ordinary members: nine non-executives, who are
independent and not affiliated with Stora Enso Oyj, and two executives. The



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members are appointed by the annual general meeting of shareholders for a one-year term. The board of directors supervises our operation and management and
decides upon significant matters relating to strategy, investments, organization and finance. The board of directors also supervises the accounting and financial control matters of our company. The board of directors elects a chairman and a
vice-chairman of the board of directors from among its members and appoints our chief executive officer, our deputy chief executive officer and heads of product areas, divisions and staff functions. The board of directors also appoints members of
the compensation committee, financial and audit committee, and nomination committee.



Pursuant to the Finnish Companies Act, members of our board of directors are prohibited from participating in the negotiation or performance, or otherwise having an involvement in connection with, a contract between
themselves and Stora Enso Oyj. This prohibition also includes contracts between Stora Enso Oyj and a third party, if such director would receive a material benefit in conflict with the interests of Stora Enso Oyj.



Chief Executive Officer.    Our chief executive
officer leads the day-to-day management of our company in accordance with the instructions and orders issued by our board of directors. It is the duty of our chief executive officer to ensure that our accounting methods comply with applicable laws,
as well as to monitor and coach the paper and packaging boards product areas and to oversee business strategy, long-range planning and investments, finance and financial planning, corporate communications, investor relations and preparatory work
with regard to meetings of our board of directors. In addition, our chief executive officer supervises decisions regarding key personnel and other important operational matters.



Deputy Chief Executive Officer.    Our deputy chief executive officer leads various operational
matters, including monitoring and coaching the forest products product area, Asia Pacific and Latin America divisions, corporate support functions, such as purchasing, research and development, environmental matters, human resources, energy and
information technology.



Executive Management
Group.    Our executive management group is chaired by our chief executive officer and is comprised of our deputy chief executive officer, the three product area heads (paper, packaging boards and forest products), three
divisional heads (publication paper, fine paper and North America) and the heads of finance and corporate support. Our executive management groups duties include investment planning and follow-up, control of mergers and acquisitions and
divestments, preparation of strategic guidelines, allocation of resources, review of key day-to-day operations and operational decisions, preparatory work with regard to meetings of our board of directors and the review of main features of our sales
network.



Management Group.    Our
management group includes the members of our executive management group and other members that have been appointed by our chief executive officer. Our chief executive officer may also appoint additional members. Our management group reviews the
budget, strategy and daily business development matters.



Board Committees



Financial and Audit
Committee.    Our board of directors established in August 2003 a financial and audit committee that comprises three to five non-executive members of our board directors who are independent and not affiliated with the
Company. At least one committee member must be a financial expert who has significant knowledge and experience in accounting and accounting principles applicable to Stora Enso. The financial and audit committee meets regularly at least twice a year.
The members of the financial and audit committee meet the Companys external auditor without the management being present in connection with its meetings. Currently, the financial and audit committee consists of Mr. Jan Sjöqvist as the
chairman and Ms. Barbara Kux and Messrs. Ilkka Niemi, Paavo Pitkänen and Marcus Wallenberg as members. The financial and audit committee reviews our systems of internal control, management and reporting of financial risks and manages both the
internal and external audit process. The financial and audit committee reports to our board of directors. The financial and audit committee met six times in 2003.



Nomination Committee.    Our board of directors has appointed a nomination committee that
currently consists of Mr. Krister Ahlström as the chairman and Messrs. Claes Dahlbäck, Harald Einsmann and Ilkka Niemi



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as members. The nomination committee gives guidance to the shareholders through the board of directors regarding the composition of the board of directors
and the compensation of the members of the board. Pursuant to the Finnish Companies Act, the shareholders elect the board of directors and determine the amount of compensation of the board of directors at the annual general meeting. In addition, the
nomination committee makes proposals to the board of directors concerning the composition of the board committees.



Compensation Committee.    Our board of directors has appointed a compensation committee that currently consists of Mr. Claes
Dahlbäck as the chairman and Messrs. Krister Ahlström, Harald Einsmann and Ilkka Niemi as members. The compensation committee is responsible for recommending, evaluating and approving executive (other than the chief executive officer)
nominations and compensations, evaluating the performance of the chief executive officer and making recommendations to the board of directors relating to management compensation generally, including equity incentive compensation plans. The board of
directors approves the compensation of the chief executive officer.



Operating Committees



Investment
Committee.    Our investment committee is chaired by the head of our corporate strategy, investments and business planning group. Committee members are appointed by our chief executive officer. The duties of the investment
committee are as follows: the coordination of investment planning projects, coordination of the investment approval process, final audit and follow-up process, participation in the planning and execution of large investment projects and making
recommendations regarding funds available for investments.



Research and Development Committee.    Our research and development committee is chaired by our deputy chief executive officer, and members are appointed by our chief executive officer. The purpose and tasks of
the research and development committee are as follows: to secure a group perspective on research and development in Stora Enso with regard to the relevance of research and development and its quality and efficiency, to initiate research and
development policy and strategy at the group level, to monitor Stora Enso group research and development and to supervise company-financed research and development undertaken externally. In order to facilitate these tasks, the research and
development committee must monitor technology and future-oriented product development.



Disclosure Committee.    Our disclosure committee is chaired by our group controller, and the head of our internal auditing and our general counsel serve as its permanent members. Other
members are nominated by our chief executive officer as needed. The duties of the disclosure committee include supervising the reliability of financial reporting and disclosure processes of the Company.



Sustainability Committee.    Our sustainability
committee is chaired by the deputy chief financial officer, and its members are appointed by our chief executive officer. The duties of the sustainability committee are to formulate corporate policy and strategy in environmental and corporate social
responsibility matters, to ensure that these policies and strategies are well established and respected throughout the company, to co-ordinate and follow-up relations and communication with stakeholders such as governmental and non-governmental
organizations, to take initiatives for the development of relevant management procedures and to produce the annual Sustainability Report.



Compensation of Directors and Executive Management Group



In 2003, we paid aggregate remuneration of approximately 6.5 million to our board of directors and executive management group, as a group (19 persons). This figure includes benefits in kind and bonuses
determined by the compensation committee of our board of directors based on our performance. In the case of executive officers who are members of the executive management group, this compensation was primarily in the form of salaries. In the case of
non-executive directors, this compensation was in the form of directors fees. In addition, we accrued an aggregate of 1.7 million in 2003 for pension, retirement and similar benefits for the directors and members of our executive
management group.



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In 2003, we paid our chief executive officer a salary, including benefits, of 1,177.9 thousand and
a bonus of 197.1 thousand. Members of our executive management group received a total of 560,000 synthetic options in 2003. Members of our board of directors did not receive any options in 2003.



Equity-Based Programs



In 1999,
we established a synthetic option program, which is an integrated part of the top management compensation structure. Approximately 200 employees, primarily from senior management and selected specialist areas, participate in the program. Under this
program, we have issued approximately 2.9 million options with a strike price of 11.75 per share, equal to 110 percent of the average share price from May through July 1999. These 1999 synthetic options are exercisable from July 15, 2002,
until July 15, 2006. On March 21, 2000, our board of directors approved the issuance of up to 3,000,000 additional synthetic options with a strike price of 12.25 per share, equal to 110 percent of the average share price over the three-day
period prior to the annual general meeting on March 21, 2000. These 2000 synthetic options are exercisable from April 1, 2003, until March 31, 2007. On March 20, 2001, our board of directors decided to continue the annual incentive program initiated
in 1999 and increased the number of key employees eligible to receive synthetic options to 500 and approved the issuance of up to 4.8 million additional synthetic options. The strike price for the 2001 synthetic options is 11.70, equal to 110
percent of the average share price from February 2 through February 14, 2001. These 2001 synthetic options will be exercisable from April 1, 2004, until March 31, 2008. In January 2002, our board of directors decided on the principles of continuing
the rolling incentive program and increased the number of key employees eligible to receive synthetic options to 1,000 and approved the issuance of up to 5.9 million additional synthetic options. The strike price for the 2002 synthetic options is
16.50, equal to 110 percent of the average share price from January 31 through February 7, 2002. These 2002 synthetic options will be exercisable from February 8, 2005, until February 7, 2009. In addition, in January 2003, our board of
directors decided on the principles of continuing the rolling incentive program initiated in 1999, keeping the number of key employees eligible to receive synthetic options at 1,000 and approved the issuance of up to 6.0 million additional synthetic
options. The strike price for the 2003 synthetic options is 10.00, equal to 110 percent of the average share price from January 31 through February 7, 2003. These 2003 synthetic options will be exercisable from February 8, 2006, until February
7, 2010. In addition, in February 2004, our board of directors decided on the principles of continuing the rolling incentive program initiated in 1999, keeping the number of key employees eligible to receive synthetic options at 1,000 and approved
the issuance of up to 4.5 million additional synthetic options. The strike price for the 2004 synthetic options is 11.15, equal to 110 percent of the average share price from February 5 through February 12, 2004. These 2004 synthetic options
will be exercisable from March 1, 2007, until February 8, 2011.



Depending on local circumstances, synthetic options entitle the holders to receive either a cash payment equal to the difference between the strike price and the share price at the time of exercise or an option to purchase Series R shares
already issued. We have financially hedged our obligations under the option program against any increases in the share price. The options are non-transferable and their exercise will not dilute existing ownership interests.



In addition, in 2004, we established a restricted share award plan and a
performance share award plan for 191 members of our top senior management. Under the restricted share award plan, a total of 261,000 Series R shares held by us will be allocated to the participants during the years 2005 to 2007. Of the total amount
of Series R shares, 40 percent will be allocated on March 1, 2005, 30 percent will be allocated on March 1, 2006, and 30 percent will be allocated on March 1, 2007. Under the performance share award plan, participants were notified on March 1, 2004
that, depending on whether we, at the group level, meet the performance criteria determined by the compensation committee of our board of directors, an estimated target amount of 261,000 Series R shares held by us will be allocated to the
participants during the years 2005 to 2007. Of the total amount of allocations, 40 percent will be made on March 1, 2005, 30 percent will be made on March 1, 2006, and 30 percent will be made on March 1, 2007. Pursuant to the performance criteria
determined by the compensation committee of our board of directors for the year 2005, participants will be allocated 156,000 Series R shares, representing 150



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percent of the target amount for 2005, if our return on capital employed in 2004 is four percent higher than weighted average cost of capital of 8.7 percent.
If our return on capital employed in 2004 equals weighted average cost of capital of 8.7 percent, participants will receive 104,400 Series R shares held by us, representing 100 percent of the target amount for 2005. If our return on capital employed
in 2004 is lower than weighted average cost of capital of 8.7 percent, no Series R shares will be allocated.



The following table sets forth the total number of synthetic options beneficially held by each of the members of our executive management group as of
April 15, 2004:



|                |  |                             |  |         |  |         |  |         |  |         |  |       
|--------------- |  | --------------------------- |  | ------- |  | ------- |  | ------- |  | ------- |  | ------
|                |  | Number of synthetic options
|                |  | 1999                        |  | 2000    |  | 2001    |  | 2002    |  | 2003    |  | 2004  
|Jukka Härmälä   |  | 112,500                     |  | 110,000 |  | 110,000 |  | 110,000 |  | 110,000 |  | 55,000
|Björn Hägglund  |  | 93,750                      |  | 90,000  |  | 90,000  |  | 90,000  |  | 90,000  |  | 45,000
|Esko Mäkeläinen |  | 46,900                      |  | 45,000  |  | 45,000  |  | 45,000  |  | 45,000  |  | 22,500
|Lars Bengstsson |  | 46,900                      |  | 30,000  |  | 45,000  |  | 45,000  |  | 45,000  |  | 22,500
|Jussi Huttunen  |  | 16,800                      |  | 15,000  |  | 15,000  |  | 45,000  |  | 45,000  |  | 22,500
|Kai Korhonen    |  | 46,900                      |  | 45,000  |  | 45,000  |  | 45,000  |  | 45,000  |  | 22,500
|Pekka Laaksonen |  | 46,900                      |  | 45,000  |  | 45,000  |  | 45,000  |  | 45,000  |  | 22,500
|Arno Pelkonen   |  | 46,900                      |  | 30,000  |  | 30,000  |  | 45,000  |  | 45,000  |  | 22,500
|Bernd Rettig    |  | 46,900                      |  | 45,000  |  | 45,000  |  | 45,000  |  | 45,000  |  | 22,500
|Yngve Stade     |  | 46,900                      |  | 45,000  |  | 45,000  |  | 45,000  |  | 45,000  |  | 22,500



In connection with the
Consolidated Papers acquisition, our board of directors decided to convert the Consolidated Papers share option plans (1989 Stock Option Plan and 1998 Incentive Compensation Plan) into share option plans of Stora Enso. The maximum number of new
Series R shares in the form of ADRs that may be subscribed for is 5,680,000. Before October 16, 2001, we had issued 2,001,733 Series R shares in connection with the conversion of the share option plans, increasing our share capital by 3.4
million. On October 16, 2001, our board of directors decided to amend these share option plans. As a result, no new Series R shares will be issued pursuant to these share option plans. Instead, under the amended terms of the share option plans, a
maximum of 4 million repurchased Series R shares was reserved for distribution pursuant to these share option plans. As of April 21, 2004, a total of 1,945,205 repurchased Series R shares was held in reserve for distribution pursuant to these share
option plans. The exercise period is from September 11, 2000 to February 4, 2010 (depending on the date of grant) and the weighted average subscription price is $6.9687.



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Share ownership by Directors and Executive Management Group



The following table sets forth the total number of shares beneficially held by each of our directors and members of our executive management group as of April 15, 2004:



|                              |  |                                |  |                                 |  |                                |  |                                
|----------------------------- |  | ------------------------------ |  | ------------------------------- |  | ------------------------------ |  | -------------------------------
|                              |  | Number of Shares              
|                              |  | Series A shares                |  | Series R shares                
|                              |  | SoleVoting or Investment Power |  | Beneficially SharedVoting Power |  | SoleVoting or Investment Power |  | Beneficially SharedVoting Power
|Directors                     |  |                                |  |                                 |  |                                |  |                                
|Claes Dahlbäck                |  | 2,541                          |  |                                |  | 19,529                         |  |                               
|Krister Ahlström              |  | 1,500                          |  |                                |  |                               |  |                               
|Lee A. Chaden                 |  |                               |  |                                |  |                               |  |                               
|Harald Einsmann(1)            |  |                               |  |                                |  | 4,800                          |  |                               
|Björn Hägglund                |  | 7,877                          |  |                                |  | 14,618                         |  |                               
|Jukka Härmälä                 |  |                               |  |                                |  | 6,500                          |  |                               
|Barbara Kux                   |  |                               |  |                                |  |                               |  |                               
|Ilkka Niemi                   |  |                               |  |                                |  |                               |  |                               
|Paavo Pitkänen(2)             |  | 3,800                          |  | 8,922,117                       |  |                               |  | 140,874                        
|Jan Sjöqvist                  |  | 508                            |  |                                |  | 1,943                          |  |                               
|Marcus Wallenberg(3)          |  | 3,049                          |  | 58,379,194                      |  | 6,019                          |  |                               
|Executive Management Group(4) |  |                                |  |                                 |  |                                |  |                                
|Esko Mäkeläinen               |  | 1,900                          |  |                                |  | 4,669                          |  |                               
|Lars Bengstsson               |  |                               |  |                                |  |                               |  |                               
|Jussi Huttunen                |  |                               |  |                                |  |                               |  |                               
|Kai Korhonen(5)               |  |                               |  |                                |  |                               |  | 7,365                          
|Pekka Laaksonen               |  |                               |  | 10,000                          |  |                               |  |                               
|Arno Pelkonen                 |  |                               |  |                                |  |                               |  |                               
|Bernd Rettig                  |  |                               |  |                                |  |                               |  |                               
|Yngve Stade                   |  |                               |  |                                |  | 725                            |  |                               

---

|(1) |  | Series R shares in form of American Depositary Receipts.
|--- |  | --------------------------------------------------------

|(2) |  | Varma-Sampo Mutual Pension Insurance Company owns 8,922,117 Series A shares and 140,874 Series R shares. Mr. Pitkänen is the president and chief executive officer and a member
of the board of directors of Varma Mutual Pension Insurance Company, and as a result may be deemed to share voting power with respect to the Series A shares and Series R shares owned by Varma Mutual Pension Insurance Company within the meaning of
Rule 13d-3 under the Exchange Act. Mr. Pitkänen does not believe that he has the power to direct the voting of shares held by Varma Mutual Pension Insurance Company and disclaims beneficial ownership of these shares.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(3) |  | In Addition, the Knut and Alice Wallenberg Foundation owns 58,379,194 Series A shares. Mr. Wallenberg is a member of the board of directors of the Knut and Alice Wallenberg
Foundation and as a result may be deemed to share voting power with respect to the Series A shares owned by the Knut and Alice Wallenberg Foundation within the meaning of Rule 13d-3 under the Exchange Act. Mr. Wallenberg does not believe that he has
the power to direct the voting of shares held by the Knut and Alice Wallenberg Foundation and disclaims beneficial ownership of these shares.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(4) |  | Excludes members of the executive management group who are also members of our board of directors.
|--- |  | --------------------------------------------------------------------------------------------------

|(5) |  | Includes 7,280 Series R shares held by Mr. Korhonens wife and 85 Series R shares held by Mr. Korhonens son.
|--- |  | -------------------------------------------------------------------------------------------------------------



Employment Agreements



Members
of our executive management group and other executive officers have entered into employment agreements with us, which, among other things, provide standard employment terms, including compensation and termination provisions. Under these agreements,
our executive officers receive a base salary and are eligible for a performance-based bonus on an annual basis. In addition, all our executive officers receive certain fringe benefits. Under the employment agreements, employment can typically be
terminated upon six months notice, after which each executive remains subject to a non-competition clause. Several of our executive officers, including Messrs. Härmälä and Hägglund, are parties to employment agreements that
provide for a fixed severance payment of 12 months salary and, under specified circumstances, an additional 12 months salary.



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Presently, there are no service contracts between any non-executive members of our board of directors and
Stora Enso or any of its subsidiaries which provide for benefits upon termination.



Share Repurchases



At our annual
general meeting of shareholders held on March 18, 2004, our shareholders authorized our board of directors to repurchase up to 9,000,000 Series A shares and up to 32,700,000 Series R shares on the Helsinki Exchanges and the OM Stockholm Exchange.
Pursuant to the authorization, the repurchased shares may not exceed five percent of the votes or the share capital of our company. The authorization is valid until March 17, 2005. Our board of directors decided to begin implementing the
authorization on March 25, 2004.



At such annual general
meeting of shareholders, our shareholders also authorized our board of directors to dispose of not more than 9,000,000 Series A shares and not more than 32,700,000 Series R shares held by us. Our board of directors was authorized to decide to whom
and in what manner these shares will be disposed of. The shares can be disposed of in deviation from the pre-emptive rights of our existing shareholders as consideration in possible corporate acquisitions or other arrangements, or sold in the public
market. Our board of directors was also authorized to decide on the terms of the disposals, including the sales price or other consideration to be paid for such shares. The authorization is valid until March 17, 2005.



Pursuant to an authorization to our board of directors granted by our annual
general meeting of shareholders held on March 20, 2003, a total of 8,100 Series A shares and 27,076,000 Series R shares were repurchased during the period from March 27, 2003 to February 16, 2004. The average price paid for the Series A shares was
10.11 and for the Series R shares 9.84. Such shares have been cancelled pursuant to the decision of our annual general meeting of shareholders.



Employees



As of December 31,
2003, we had approximately 42,814 employees, an increase of 353 employees from December 31, 2002. The increase was due primarily to the acquisition of Sylvester in the Baltic States and new sawmills in Russia, partly offset by reductions of
workforce in Finland and North America. The average number of employees by product area and by region for the years ended December 31, 2001, 2002 and 2003 and the number of employees as of December 31, 2003 were as follows:



|                   |  |                                 |  |                         |  |        |  |       
|------------------ |  | ------------------------------- |  | ----------------------- |  | ------ |  | ------
|                   |  | For the year ended December 31, |  | As of December 31, 2003
|                   |  | 2001                            |  | 2002                    |  | 2003   | 
|                   |  | (average number of employees)   |  | (number ofemployees)   
|Paper              |  |                                 |  |                         |  |        |  |       
|Publication paper  |  | 13,384                          |  | 13,241                  |  | 12,903 |  | 12,482
|Fine paper         |  | 10,968                          |  | 9,872                   |  | 9,521  |  | 9,040 
|Merchants          |  | 1,580                           |  | 1,411                   |  | 1,254  |  | 1,215 
|Packaging boards   |  | 9,527                           |  | 9,949                   |  | 10,068 |  | 9,752 
|Forest products    |  |                                 |  |                         |  |        |  |       
|Wood products      |  | 3,644                           |  | 3,745                   |  | 4,626  |  | 4,593 
|Wood supply Europe |  | 2,176                           |  | 2,265                   |  | 2,599  |  | 2,431 
|Other              |  | 2,996                           |  | 3,370                   |  | 3,293  |  | 3,301 
|                   |  |                                 |  |                         |  |        |  |       
|Total              |  | 44,275                          |  | 43,853                  |  | 44,264 |  | 42,814
|                   |  |                                 |  |                         |  |        |  |       



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|                |  |                                 |  |        |                         |        |     |  |        |  |     
|--------------- |  | ------------------------------- |  | ------ | ----------------------- | ------ | --- |  | ------ |  | ----
|                |  | For the year ended December 31, |  |        | As of December 31, 2003
|                |  | 2001                            |  | 2002   |                         | 2003   |     | 
|                |  | (average number of employees)   |  |        | (number  of employees)  |        | (%)
|Finland         |  | 15,054                          |  | 14,676 |                         | 14,479 |     |  | 13,658 |  | 31.9
|Sweden          |  | 9,433                           |  | 9,187  |                         | 9,068  |     |  | 8,937  |  | 20.9
|United States   |  | 6,071                           |  | 5,731  |                         | 5,182  |     |  | 4,865  |  | 11.4
|Germany         |  | 4,767                           |  | 4,761  |                         | 4,785  |     |  | 4,775  |  | 11.2
|France          |  | 1,368                           |  | 1,333  |                         | 1,312  |     |  | 1,268  |  | 3.0 
|Austria         |  | 1,127                           |  | 1,189  |                         | 1,226  |     |  | 1,215  |  | 2.8 
|The Netherlands |  | 801                             |  | 858    |                         | 829    |     |  | 801    |  | 1.9 
|China           |  | 852                             |  | 816    |                         | 811    |     |  | 827    |  | 1.9 
|United Kingdom  |  | 704                             |  | 602    |                         | 497    |     |  | 506    |  | 1.2 
|Canada          |  | 746                             |  | 850    |                         | 849    |     |  | 804    |  | 1.9 
|Belgium         |  | 694                             |  | 645    |                         | 623    |     |  | 596    |  | 1.4 
|Other countries |  | 2,658                           |  | 3,205  |                         | 4,603  |     |  | 4,562  |  | 10.5
|                |  |                                 |  |        |                         |        |     |  |        |  |     
|Total           |  | 44,275                          |  | 43,853 |                         | 44,264 |     |  | 42,814 |  | 100 
|                |  |                                 |  |        |                         |        |     |  |        |  |     



The forest products
industry is highly unionized, particularly in Finland and Sweden, two of the primary jurisdictions where we operate. In Finland and Sweden, most of our employees who are directly involved in production, and approximately one-half of the employees in
lower to mid-level management belong to labor unions. Customarily, collective bargaining agreements are negotiated between the unions and the forest products industry.



In Finland, we entered into new collective bargaining agreements with the relevant unions in February 2003 for a two-year
period ending in February 2005. These agreements provide for salary increases of 2.8 percent and 2.2 percent in 2003 and 2004, respectively. In Sweden, we have entered into three-year collective bargaining agreements covering the period until March
2007 with all unions. The agreements provide for average salary increases of 3.0 percent for 2004, 2.7 percent for the 12 months starting March 1, 2005 and 2.6 percent for the last 12 months. In Germany, we have collective bargaining agreements
covering the period from May 2003 until April 2004, which provided for average salary increases of approximately 2.5 percent in May 2003. Negotiations on new collective bargaining agreements in Germany have started in April 2004.



In North America, most of our employees involved in production as well as
office and professional employees are represented by labor unions, with different unions representing various groups of employees. All major agreements with labor unions in North America are scheduled to expire during the year 2004 or later and
provide for average salary increases of approximately three percent in each of 2002 and 2003.



Management believes that our company has good relations with employees and their representatives. For additional information, see the relevant risk factor under Item 3. Key InformationRisk Factors.



Our employees participate in a performance-oriented incentive
bonus plan based on, among other factors, profitability and achievement of key business targets set by management. Bonuses under the new incentive plan are calculated as a percentage of each employees annual base salary, capped in the case of
non-management employees at seven percent. All bonuses are discretionary and will not be partially triggered unless our results exceed specified levels. The plan currently covers 70 to 80 percent of our employees, mostly in Europe. We plan to
implement the plan in all countries. However, this implementation will take time due to local practices, contracts and legislation.



Members of our middle and top management participate in an annual bonus arrangement calculated on the basis of our target return on capital employed ratio
and the achievement of personal targets. The maximum bonus available under the management bonus plan ranges from 20 percent to 50 percent of annual base salary, depending on seniority. In addition, some key employees participate in our synthetic
option programs. See Item 6. Directors, Senior Management and EmployeesEquity-Based Programs.



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Item 7.    Major Shareholders and Related Party Transactions.



Ownership of Stora Ensos Securities by Management and Significant Shareholders



The following table sets forth information concerning the beneficial ownership of Series A shares and Series R shares as of April 15, 2004 for the
following:



| |  |  | each person or entity who is known by us to own beneficially at least five percent of our outstanding share capital or voting power; and
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------



| |  |  | all our directors and members of our executive management group, as a group.
| | - |  | ----------------------------------------------------------------------------



The calculation of percentages in the Percentage of Outstanding Shares column in the table below is based upon the number of our ordinary
shares issued and outstanding as of the date of this annual report, plus our shares subject to warrants and options held by the respective persons as of the date of this annual report and exercisable within 60 days.



|                                                                                        |  |                                 |  |                                 |  |                    |  |                               
|--------------------------------------------------------------------------------------- |  | ------------------------------- |  | ------------------------------- |  | ------------------ |  | ------------------------------
|Name                                                                                    |  | Series ASharesBeneficiallyOwned |  | Series RSharesBeneficiallyOwned |  | Percentageof Votes |  | Percentage ofOutstandingShares
|Finnish State                                                                           |  | 55,595,937                      |  | 41,483,501                      |  | 24.3               |  | 11.6                          
|Knut and Alice Wallenberg Foundation                                                    |  | 58,379,194                      |  | 0                               |  | 23.7               |  | 7.0                           
|Social Insurance Institution of Finland                                                 |  | 23,825,086                      |  | 3,738,965                       |  | 9.8                |  | 3.3                           
|Franklin Resources, Inc.(1)                                                             |  | 0                               |  | 45,391,907                      |  | 1.82               |  | 5.25                          
|Directors and members of the executive management group, as a group (19 persons)(2)(3). |  | 67,311,311                      |  | 148,239                         |  | 27.4               |  | 8.1                           

---

|(1) |  | Based on the announcement made by Franklin Resources, Inc. on February 20, 2004, mutual funds managed by Franklin Resources, Inc. held 45,391,907 Series R shares as of February 17,
2004, representing approximately 5.25 percent of our outstanding share capital and approximately 1.82 percent of our voting rights. In addition, voting rights held by affiliated advisers of Franklin Resources, Inc. under account management
agreements equaled to 0.91 percent of the votes.
|--- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(2) |  | Includes 58,379,194 Series A shares owned by the Knut and Alice Wallenberg Foundation. Marcus Wallenberg, a member of our board of directors, is a member of the board of directors
of the Knut and Alice Wallenberg Foundation. Mr. Wallenberg may be deemed to have an interest in the Series A shares owned by the Knut and Alice Wallenberg Foundation within the meaning of Rule 13d-3 under the Exchange Act. Mr. Wallenberg believes
that he does not possess the power to direct the voting of these shares and disclaim beneficial ownership of the Series A shares held by the Knut and Alice Wallenberg Foundation.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(3) |  | Includes 8,922,117 Series A shares and 140,874 Series R shares owned by Varma Mutual Pension Insurance Company. Paavo Pitkänen, a member of our board of directors, is the
president and chief executive officer and a member of the board of directors of Varma Mutual Pension Insurance Company. Mr. Pitkänen may be deemed to have an interest in the Series A shares and Series R shares owned by Varma Mutual Pension
Insurance Company within the meaning of Rule 13d-3 under the Exchange Act. Mr. Pitkänen believes that he does not possess the power to direct the voting of these shares and disclaims beneficial ownership of the Series A shares and Series R
shares held by Varma Mutual Pension Insurance Company.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Changes in the Percentage of Ownership of Significant Shareholders



Prior to the merger of STORA and Enso in 1998, the Finnish State owned approximately 40 percent of Ensos share capital and Investor AB, a Swedish
industrial investment company, owned approximately 16.4 percent of STORAs share capital. Immediately following the merger, the Finnish State held approximately 21.6 percent of the voting power in Stora Enso and Investor AB held approximately
10.9 percent. In June 2001, Investor AB sold its total shareholdings in Stora Enso to the Knut and Alice Wallenberg Foundation and Marianne and Marcus Wallenberg Foundation. In April 2002, the Finnish State sold approximately 23 million Series R
shares and, in June 2002, an additional 17 million Series R shares through a series of market transactions. As of the date of this annual report, the Finnish State controls approximately 24.3 percent and the Knut and Alice Wallenberg Foundation
controls approximately 23.7 percent of our voting rights. We have been informed that, as of February 17, 2004, the ownership of our shares by the mutual funds managed by Franklin Resources, Inc. had exceeded five percent of our outstanding shares.
Based on the announcement made by Franklin Resources, Inc. on February 20, 2004, mutual funds managed by Franklin Resources, Inc. held 45,391,907 Series R shares as of February 17, 2004, representing approximately 5.25 percent of our outstanding
share capital and approximately 1.82 percent of our voting rights.



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Ownership of Our Securities in the United States



As of April 15, 2004, there were (i) 19 record holders of our Series A shares with a registered address in the United States, representing 12,376 of a total of 180,128,066 issued and outstanding Series A shares, and
(ii) 41 record holders of our Series R shares with a registered address in the United States, representing 53,267 of a total of 657,115,333 issued and outstanding Series R shares. In addition, 25,287,383 Series R shares were held in the form of ADSs
by 2,896 record holders, representing 3.9 percent of our issued and outstanding Series R shares.



As of April 15, 2004, a total of 74,380,044, or 41.3 percent, of our Series A shares and a total of 522,453,880, or 79.5 percent, of our Series R shares
were held in nominee registered form in the Finnish book-entry system. As a result of Finnish law and regulations, we believe that all holders of such shares are domiciled outside of Finland. However, other than in respect of shareholders attending
a meeting of our shareholders, we do not receive information on the jurisdiction of the domicile of such shareholders unless such holders notify us that they have obtained ownership of shares representing at least five percent of our outstanding
share capital or voting power. Other than as indicated above under Ownership of Stora Ensos Securities by Management and Significant Shareholders, we have not received any such notification in respect of our current
shareholders.



Related Party Transactions



During the last three years, we have not been involved in any material transactions with any of our directors or executive officers, any of our ten percent shareholders, or any relative or spouse of any of these persons. With certain
limitations, the Finnish Companies Act permits members of our board of directors to borrow money from us, so long as such loan is secured and is within the limits of our distributable equity. However, none of our directors or executive officers and
none of our ten percent shareholders owes any significant amount of debt to us. We have not, directly or indirectly, extended or maintained credit, arranged for the extension of credit, or renewed an extension of credit, in the form of a personal
loan to or for any of our directors or executive officers in violation of the Exchange Act.



Together with our subsidiaries, we engage in ordinary course transactions on commercial terms and conditions with affiliated companies and other related parties that are on no less favorable terms than would be
available to unaffiliated third parties. We intend to continue to engage in transactions on a similar basis with affiliated businesses. For additional discussion, see note 13 to our consolidated financial statements beginning on page F-1 of this
annual report.



Chemical Pulp



Although most of our chemical pulp is produced internally, we purchase
chemical pulp from the pulp mill of Sunila Oy, a 50 percent owned joint venture corporation with Myllykoski. Sunila sells us pulp at market prices. In 2003, we purchased 123,921 metric tons of chemical pulp from Sunila for a total purchase price of
49.1 million.



Energy



We hold a 15.7 percent interest in Pohjolan Voima Oy, a power producer and a
majority shareholder in Teollisuuden Voima Oy, one of Finlands two nuclear power companies. Prices that we pay to Pohjolan Voima for electricity are based on production costs, which are generally lower than market prices. We have the right to
appoint a director to the board of directors of Pohjolan Voima.



Financial Arrangements



We have borrowings
from, or financial arrangements with, several financial institutions. Some of the members of our board of directors or executive management group are also members of the board of directors, supervisory board or executive management of one or more of
those financial institutions, including Skandinaviska Enskilda Banken AB in the case of Marcus Wallenberg, Varma Mutual Pension Insurance Company in the case of Jukka Härmälä and Paavo Pitkänen, and Mutual Pension Insurance
Company Ilmarinen in the case of Esko Mäkeläinen. All of our borrowings and financial arrangements have been negotiated on arms-length terms and several have existed for a number of years and prior to the current overlap in board
membership.



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Research and Development



We conduct research and development activities through Keskuslaboratorio, in which we have a 30 percent interest. We source
part of our basic research requirements from Keskuslaboratorio, which also performs research for us on a contract basis at cost. In 2003, our total payments to Keskuslaboratorio amounted to 5.7 million. Discoveries made in the process of its
research activities are the property of Keskuslaboratorio, which makes a decision whether or not to apply for a patent for each discovery on a case-by-case basis. If a patent is granted, the four corporate owners of Keskuslaboratorio (in addition to
ourselves, UPM-Kymmene, Metsäliitto group and Myllykoski) have a right to practice the patent. If, however, Keskuslaboratorio decides not to apply for a patent, the discovery is auctioned to the corporate owners or, if they are not interested,
to unrelated third parties.



Recycled Paper



We have a minority interest in several paper recyclers from whom we
purchase recycled paper at market prices. Purchases of recycled paper from these companies totaled approximately 20.2 million in 2003.



Restructuring of Our Forest Assets



In July 2002, in connection with the restructuring of our Finnish forest assets, we transferred a total of approximately 600,000 hectares (approximately
1.5 million acres) of our forest land and related operations in Finland to a newly-formed company Tornator Oy. In December 2002, we sold Tornator Oy to Tornator Timberland Oy, of which we own 41 percent. The remaining 59 percent of the shares in
Tornator Timberland Oy is held by Finnish institutional investors. As a result of the sale, we recorded a gain of 25.9 million.



In March 2004, in connection with the restructuring of our Swedish forest assets, we transferred a total of approximately 1.5 million hectares
(approximately 3.7 million acres) of our forest land and related operations in Sweden to a newly-formed company Bergvik Skog AB, of which we own 43.3 percent and 5.0 percent is held by Korsnäs AB, a Swedish forest industry company controlled by
Kinnevik Group. The remaining 51.7 percent of the shares in Bergvik Skog AB is held by institutional investors. As a result of the sale, we recorded a gain of 113 million. See Item 5. Operating and Financial Review and
ProspectsRecent DevelopmentsRecent Divestitures.



Stevedoring



We own 34.3 percent of the shares
of Steveco Oy, a Finnish company engaged in loading and unloading vessels. Stevecos other shareholders are UPM-Kymmene, Finnlines, Ahlström and Myllykoski Paper. Stevedoring services provided by Steveco to us and the other shareholders
are priced at market prices and, in 2003, our total payments to Steveco Oy amounted to 19.7 million. We also own 50 percent interest in Kemi Shipping Oy and 100 percent in Herman Andersson Oy, each, a Finnish company.



Wood Procurement



In connection with the divestiture of our Finnish forest land and related
operations in 2002, we entered into a long-term wood procurement agreement with Tornator Oy and Tornator Forest Oy, according to which they will sell us approximately 1.5 million cubic meters of wood annually. Both Tornator Oy and Tornator Forest Oy
are, directly or indirectly, wholly-owned subsidiaries of Tornator Timberland Oy. Currently, we are holding 41 percent and Varma Mutual Pension Insurance Company is holding 13.3 percent of the shares in Tornator Timberland Oy. Our chief executive
officer is the vice chairman of Varmas supervisory board and another member of our board is the president and chief executive officer and a member of the board of Varma.



In connection with the divestiture of our Swedish forest land and related operations in 2004, we entered into a long-term
wood procurement agreement with Bergvik Skog AB, according to which it will sell us approximately 4.5 million cubic meters of wood annually. Currently, we are holding 43.3 percent and the Knud and Alice Wallenberg Foundation is holding 8.2 percent
of the shares in Bergvik Skog AB. As of the date of this annual report, the Knut and Alice Wallenberg Foundation controls approximately 23.7 percent of our voting rights.



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Item 8.    Financial Information.



Consolidated Financial Statements



See Item 18. Financial Statements.



Export Sales



The following
table sets forth our sales by destination for the years ended December 31, 2001, 2002 and 2003:



|                     |  |                                 |  |          |  |         
|-------------------- |  | ------------------------------- |  | -------- |  | --------
|                     |  | For the year ended December 31,
|                     |  | 2001                            |  | 2002     |  | 2003    
|                     |  | ( in millions)                
|Austria              |  | 213.1                           |  | 195.4    |  | 222.0   
|Belgium              |  | 345.1                           |  | 301.3    |  | 267.2   
|Denmark              |  | 307.6                           |  | 297.9    |  | 276.1   
|Finland              |  | 776.0                           |  | 780.6    |  | 786.9   
|France               |  | 1,007.0                         |  | 965.5    |  | 862.7   
|Germany              |  | 1,840.3                         |  | 1,673.6  |  | 1,616.1 
|Italy                |  | 403.2                           |  | 391.5    |  | 380.7   
|The Netherlands      |  | 581.9                           |  | 488.4    |  | 491.9   
|Portugal             |  | 71.3                            |  | 60.9     |  | 64.9    
|Spain                |  | 445.5                           |  | 463.4    |  | 499.4   
|Sweden               |  | 1,026.6                         |  | 1,034.2  |  | 994.4   
|United Kingdom       |  | 1,324.8                         |  | 1,053.4  |  | 979.3   
|Other European Union |  | 197.8                           |  | 197.4    |  | 203.9   
|                     |  |                                 |  |          |  |         
|Total European Union |  | 8,540.2                         |  | 7,903.5  |  | 7,645.5 
|Other Europe         |  | 813.2                           |  | 981.4    |  | 897.8   
|                     |  |                                 |  |          |  |         
|Total Europe         |  | 9,353.4                         |  | 8,884.9  |  | 8,543.3 
|Canada               |  | 169.4                           |  | 160.0    |  | 143.7   
|China                |  | 188.8                           |  | 201.5    |  | 228.6   
|United States        |  | 2,469.7                         |  | 2,267.3  |  | 1,918.3 
|Others               |  | 1,327.5                         |  | 1,268.9  |  | 1,338.4 
|                     |  |                                 |  |          |  |         
|Total                |  | 13,508.8                        |  | 12,782.6 |  | 12,172.3
|                     |  |                                 |  |          |  |         



In 2003, approximately
786.9 million, or six percent, of our sales from Finland; approximately 994.4 million, or eight percent, of our sales from Sweden; approximately 1,616 million, or 13 percent, of our sales from Germany; and 1,918.3 million, or
16 percent, of our sales from the United States were exported to other countries.



Legal Proceedings



Competition Law Proceedings



Carbonless
Paper Case.    In 2001, the European Commission issued a decision in which it found companies in the carbonless paper industry, including our affiliated company, Mitsubishi HiTech Paper Bielefeld GmbH, guilty of illegal
price-fixing and market sharing between 1992 and 1997. Mitsubishi HiTech Paper was formerly our wholly-owned subsidiary and was called Stora Carbonless Paper GmbH. Pursuant to the decision of the Commission, a fine of 21.2 million was imposed
on Mitsubishi HiTech Paper. In 2002, Mitsubishi HiTech Paper appealed the Commissions decision to the European Court of First Instance. The case is still pending.



Other Proceedings



Wisconsin Rapids Emissions Case.    The EPA has issued a notice of violation to our Wisconsin Rapids pulp mill alleging that
expansions and other capital projects at the mill between 1983 and 1991 violated the Clean Air Act. The EPA is seeking a penalty of $7.85 million and the installation of additional air pollution control equipment. See Item 4. Information on
the CompanyEnvironmental Matters.



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Niagara Emissions Case.    The EPA has issued a notice of violation and a
finding of violation to our Niagara mill alleging that projects at the mill between 1995 and 1997 violated the Clean Air Act. No demand has been received from the EPA, but we expect that the EPA will seek a monetary penalty and the installation of
additional control equipment. See Item 4. Information on the CompanyEnvironmental Matters.



Port of Amsterdam.    Stora Timber Finance B.V. has been found responsible for soil pollution at the Port of Amsterdam, but has
appealed the decision to the Court of Appeal in Amsterdam. As of December 31, 2003, we had recorded a 2.4 million provision relating to our possible liabilities.



General



Except for the proceedings described above, we have not been involved in any legal, administrative or arbitration proceedings which we would expect to
have a material adverse effect on our business, financial condition or results of operations. In addition, we are not aware that any such legal, administrative or arbitration proceedings are pending or threatened. However, we can not rule out the
possibility of additional claims by competitors or other proceedings. Such claims or proceedings could have a material adverse effect on our business, financial condition and results of operations.



Dividend Policy



We pay annual
dividends to our shareholders based on the long-term outlook for our consolidated profitability and financial position. The timing and amount of future dividend payments, if any, will depend on our future earnings, financial condition, results of
operations, cash flows, working capital requirements and such other factors that our board of directors considers relevant. The objective of our dividend policy is to distribute at least one-half of our earnings as dividends.



For companies domiciled in Finland and incorporated under Finnish law,
dividends on shares are generally only paid annually after shareholder approval of both a companys financial results and of the amount of the dividend proposed by the board of directors. Subject to certain exceptions relating to the right of
minority shareholders to request otherwise, the dividend may not exceed the amount recommended by the board of directors. Under Finnish law, the amount of any dividend is limited to the amount of profits or distributable equity available at the end
of the preceding fiscal year on a consolidated or unconsolidated basis, whichever is lower. As of December 31, 2003, our consolidated distributable equity, including our consolidated subsidiaries, totaled 2,549.7 million and the distributable
equity in our parent company totaled 4,737.9 million. The difference between the parent companys distributable equity and our consolidated distributable equity is caused by earnings related to our parent companys subsidiaries that
are reflected in our consolidated accounts but not in the accounts of the company.



Dividends paid to holders of ADSs who are non-residents of Finland will generally be subject to Finnish withholding tax at a rate of 29 percent. Such ADS holders may, however, be subject to a lower withholding tax
rate and may be allowed an imputation tax credit to reduce the tax on dividends where there is a double taxation treaty with Finland that contains appropriate provisions. The current convention between the United States and Finland for the Avoidance
of Double Taxation and the Prevention of Fiscal Evasion with Respect to Taxes on Income and on Capital does not contain provisions that extend such imputation credits to U.S. holders of our shares or ADSs. See Item 10. Additional
InformationTaxation.



At the annual general meeting
of our shareholders held on March 18, 2004, our shareholders declared a dividend of 0.45 per share for the fiscal year ended December 31, 2003, representing total dividends of 389 million. The dividend was paid on April 2, 2004 to
shareholders entered in the register of shareholders on March 23, 2004.



Significant Changes



Other than
as described herein, no significant change has occurred since the date of the annual financial statements included in this annual report.



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##### Table of Contents

Item 9.    The Offer and Listing.



Nature of Trading Markets



Our
Series R shares are registered for trading on the Helsinki Securities and Derivatives Exchange, Clearing House Ltd. (the Helsinki Exchanges) under the symbol STERV and on the Stockholm Exchange under the symbol
STER.



The table below shows, for the periods
indicated, the high and low sales prices of our Series R shares on the Helsinki Exchanges, as reported in euros by the Helsinki Exchanges, and on the Stockholm Exchange, as reported in Swedish kronor by the Stockholm Exchange.



|                                  |  |                          |  |                    |  |        |  |       
|--------------------------------- |  | ------------------------ |  | ------------------ |  | ------ |  | ------
|                                  |  | Price per Series R Share
|                                  |  | Helsinki Exchanges       |  | Stockholm Exchange
|Calendar Period                   |  | High                     |  | Low                |  | High   |  | Low   
|                                  |  |                         |  | SEK               
|1999                              |  | 17.70                    |  | 6.60               |  | 152.00 |  | 58.50 
|2000                              |  | 19.00                    |  | 8.70               |  | 160.00 |  | 72.00 
|2001                              |  | 15.67                    |  | 10.12              |  | 146.50 |  | 90.50 
|2002                              |  | 16.13                    |  | 8.41               |  | 148.00 |  | 77.00 
|2003                              |  | 12.42                    |  | 8.30               |  | 113.50 |  | 77.50 
|2004 (through April 22)           |  | 11.53                    |  | 9.60               |  | 106.50 |  | 90.00 
|                                  | 
|                                  |  | Price per Series R Share
|                                  |  | Helsinki Exchanges       |  | Stockholm Exchange
|Calendar Period                   |  | High                     |  | Low                |  | High   |  | Low   
|                                  |  |                         |  | SEK               
|2002                              |  |                          |  |                    |  |        |  |       
|First Quarter                     |  | 16.13                    |  | 13.75              |  | 148.00 |  | 126.50
|Second Quarter                    |  | 15.70                    |  | 13.12              |  | 145.00 |  | 119.50
|Third Quarter                     |  | 14.40                    |  | 9.50               |  | 130.50 |  | 87.00 
|Fourth Quarter                    |  | 12.70                    |  | 8.41               |  | 114.50 |  | 77.00 
|2003                              |  |                          |  |                    |  |        |  |       
|First Quarter                     |  | 11.17                    |  | 8.39               |  | 102.50 |  | 77.50 
|Second Quarter                    |  | 10.18                    |  | 8.30               |  | 92.50  |  | 78.00 
|Third Quarter                     |  | 12.42                    |  | 9.32               |  | 113.50 |  | 86.00 
|Fourth Quarter                    |  | 11.95                    |  | 10.24              |  | 108.00 |  | 92.50 
|2004                              |  |                          |  |                    |  |        |  |       
|First Quarter                     |  | 11.53                    |  | 9.60               |  | 106.50 |  | 90.00 
|Second Quarter (through April 22) |  | 11.17                    |  | 10.25              |  | 102.00 |  | 94.50 
|                                  | 
|                                  |  | Price per Series R Share
|                                  |  | Helsinki Exchanges       |  | Stockholm Exchange
|Calendar Period                   |  | High                     |  | Low                |  | High   |  | Low   
|                                  |  |                         |  | SEK               
|2003                              |  |                          |  |                    |  |        |  |       
|October                           |  | 11.78                    |  | 10.25              |  | 106.50 |  | 92.50 
|November                          |  | 11.95                    |  | 10.95              |  | 108.00 |  | 98.50 
|December                          |  | 11.61                    |  | 10.24              |  | 103.50 |  | 93.00 
|2004                              |  |                          |  |                    |  |        |  |       
|January                           |  | 11.24                    |  | 9.97               |  | 103.00 |  | 91.00 
|February                          |  | 11.05                    |  | 9.86               |  | 101.50 |  | 90.00 
|March                             |  | 11.53                    |  | 9.60               |  | 106.50 |  | 91.50 
|April (through April 22)          |  | 11.17                    |  | 10.25              |  | 102.00 |  | 94.50 



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Since September 13, 2000, our Series R shares have been traded in the United States on the New York Stock
Exchange under the symbol SEO in the form of ADSs which are evidenced by American Depositary Receipts. Each ADS represents one of our Series R shares.



The table below sets forth, for each of the periods indicated, the reported high and low closing prices per Stora Enso ADSs
on the New York Stock Exchange Composite Tape as reported in U.S. dollars by the New York Stock Exchange:



|                                  |  |               |  |      
|--------------------------------- |  | ------------- |  | -----
|                                  |  | Price per ADS
|Calendar Period                   |  | High          |  | Low  
|                                  |  | $            
|2000 (commencing September 13)    |  | 11.75         |  | 7.38 
|2001                              |  | 13.40         |  | 9.21 
|2002                              |  | 14.32         |  | 8.37 
|2003                              |  | 14.05         |  | 9.16 
|2004 (through April 22)           |  | 14.10         |  | 12.20
|                                  | 
|                                  |  | Price per ADS
|Calendar Period                   |  | High          |  | Low  
|                                  |  | $            
|2002                              |  |               |  |      
|First Quarter                     |  | 13.96         |  | 12.19
|Second Quarter                    |  | 14.32         |  | 12.52
|Third Quarter                     |  | 13.69         |  | 9.54 
|Fourth Quarter                    |  | 12.24         |  | 8.37 
|2003                              |  |               |  |      
|First Quarter                     |  | 11.77         |  | 9.16 
|Second Quarter                    |  | 11.85         |  | 9.16 
|Third Quarter                     |  | 13.45         |  | 10.76
|Fourth Quarter                    |  | 14.05         |  | 12.03
|2004                              |  |               |  |      
|First Quarter                     |  | 14.10         |  | 12.20
|Second Quarter (through April 22) |  | 13.38         |  | 12.46
|                                  | 
|                                  |  | Price per ADS
|Calendar Period                   |  | High          |  | Low  
|                                  |  | $            
|2003                              |  |               |  |      
|October                           |  | 13.65         |  | 12.03
|November                          |  | 13.89         |  | 13.05
|December                          |  | 14.05         |  | 12.60
|2004                              |  |               |  |      
|January                           |  | 14.10         |  | 12.57
|February                          |  | 13.84         |  | 12.53
|March                             |  | 13.90         |  | 12.20
|April (through April 22)          |  | 13.38         |  | 12.46



Trading and Settlement on the Helsinki Exchanges



Trading in, and clearing of, securities on the Helsinki Exchanges takes place in euros, with the minimum tick size for trading quotations being one euro cent. All price information is produced and published only in
euro.



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The trading system of the Helsinki Exchanges, the Helsinki Exchanges Automated Trading and Information
System, is a decentralized and fully automated order-driven system. Trading is conducted on the basis of trading lots, which are fixed separately for each share series.



Official share trading takes place from 10:00 a.m. to 6:00 p.m. and evening trading, as from April 1, 2003, from 6:03 p.m.
to 7:30 p.m. Helsinki time on each trading day. The official closing prices are confirmed at the end of the official share trading at 6:00 p.m. Offers may be placed in the system beginning at 9:00 a.m. during a pretrading period. Offers are matched
from 9:40 to 10:00 a.m. to determine the opening quotations of the day. Contract transactions may continue to be registered during aftermarket trading from 6:03 to 6:30 p.m. and from 8:30 to 9:00 a.m. the following morning within the price limits
arrived at during the official share trading and the evening trading.



Trades are normally cleared in the Finnish Central Securities Depositorys (the FCSD) automated clearing and settlement system on the third banking day after the trade date unless otherwise agreed by the parties.



Regulation of the Finnish Securities Market



The Finnish Financial Supervision Authority supervises the securities market in Finland. The principal statute governing the securities market is the Finnish Securities Market Act of 1989, which contains regulations
with respect to company and shareholder disclosure obligations, admission to listing and trading of listed securities and public takeovers, among other things. The Finnish Financial Supervision Authority monitors compliance with these regulations.



The Finnish Securities Market Act specifies minimum disclosure
requirements for Finnish companies applying for listing on the Helsinki Exchanges or making a public offering of securities in Finland. The information provided must be sufficient to enable investors to make a sound evaluation of the securities
being offered and the issuing company. Finnish listed companies have a continuing obligation to publish regular financial information, and to inform the market of any matters likely to have a material impact on the value of their securities.



A shareholder is required, without undue delay, to notify a
Finnish listed company and the Finnish Financial Supervision Authority when its voting participation in, or its percentage ownership of, the issued share capital of such Finnish listed company reaches, exceeds or falls below five percent, ten
percent, 15 percent, 20 percent, 25 percent, 331/3percent, 50 percent or 662/3percent,
calculated in accordance with the Finnish Securities Market Act, or when it enters into an agreement or other arrangement that, when effective, has such consequence. If a Finnish listed company receives information indicating that a voting interest
or ownership interest has reached, exceeded or fallen below these thresholds, it must disclose such information to the public and to the Helsinki Exchanges.



Pursuant to the Finnish Securities Market Act, a shareholder whose holding in a Finnish listed company increases above
two-thirds of the total voting rights attached to the shares of the listed company, calculated in accordance with the Finnish Securities Market Act, after the commencement of a public quotation of such shares must offer to purchase the remaining
shares and other securities entitling their holders to shares of such company for fair market value. Under the Finnish Companies Act, a shareholder holding shares representing more than 90 percent of all the share capital in a company and more than
90 percent of the shares and the votes entitled to be cast at a general meeting of shareholders has the right to require the minority shareholders to sell the remaining shares of such company to such shareholder for fair market value. In addition,
any minority shareholder that possesses shares that may be so purchased by a majority shareholder is entitled to require such majority shareholder to purchase its shares. Detailed rules apply for the calculation of the above proportions of shares
and votes.



The Finnish Criminal Code also contains provisions
relating to breach of disclosure requirements, misuse of privileged or inside information and market manipulation. Breach of these provisions constitutes a criminal offense.



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##### Table of Contents

The Finnish Book-Entry Securities System



General



Finland has made a gradual changeover
from a certificated securities system to a book-entry securities system since August 1, 1991, when the relevant legislation came into effect. Use of the book-entry securities system is mandatory for shares listed on the Helsinki Exchanges. Our
shares were entered into the Finnish book-entry system on May 2, 1996.



The Finnish book-entry securities system is centralized at the FCSD, which provides national clearing and registration services for securities. The FCSD maintains a central book-entry securities system for both equity and debt securities.



The FCSD maintains a register of the shareholders of listed
companies and book-entry accounts for shareholders who do not wish to utilize the services of a commercial account operator. The issuers participating in the Finnish book-entry securities system and the account operators pay for the expenses
incurred by the FCSD in connection with maintaining the central book-entry securities system. The account operators, which consist of credit institutions, investment service companies and other institutions licensed to act as account operators by
the FCSD (each, an Account Operator), are entitled to make entries in the book-entry register and administer the book-entry accounts.



Registration



In order to effect entries in the Finnish book-entry securities system, a securityholder or its nominee must establish a book-entry account with the FCSD
or an Account Operator or register its securities through nominee registration. Finnish shareholders may not register their securities through nominee registration. For shareholders who have not transferred their shares into book-entries, a joint
book-entry account shall be opened with the FCSD, the registered holder of which shall be the issuing company. All transactions in securities registered with the Finnish book-entry securities system are executed as computerized book-entry transfers.
The Account Operator confirms book-entry transfers by sending notifications of transactions to the holder of the respective book-entry account. The account holders also receive an annual statement of their holdings as of the end of each calendar
year.



Each book-entry account is required to contain specified
information with respect to the account holder or the custodian administering the assets of a nominee account. Such information includes the type and number of book-entry securities registered and the rights and restrictions pertaining to the
account and to the book-entry securities registered in the account. A possible nominee account is identified as such on the entry. The FCSD and the Account Operators are required to observe strict confidentiality, although certain information (e.g.,
the name, nationality and address of each account holder) contained in the register of shareholders maintained by the FCSD must be made available to the public by the FCSD and the issuer, except in the case of nominee registration.



Each Account Operator is strictly liable for errors and omissions on the
registers maintained by it and for any unauthorized disclosure of information. However, if an account holder has suffered a loss as a result of a faulty registration or an amendment to, or deletion of, rights with respect to registered securities
and the Account Operator is unable to compensate for such loss, such account holder is entitled to receive compensation from the FCSD. To cover for this contingency, the FCSD maintains a statutory registration fund. The capital of the fund must be
at least 0.000048 percent of the average of the total market value of the book-entries kept in the Finnish book-entry securities system during the last five calendar years, and it must not be less than 20 million. The compensation to be paid
to one injured party shall be equal to the amount of damages suffered by such injured party from a single Account Operator subject to a maximum amount of 25,000. Furthermore, the liability of the registration fund is limited to 10
million per incident.



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Custody of the Shares and Nominees



A non-Finnish shareholder may appoint an asset manager (or certain non-Finnish organizations approved by the FCSD) to act as
a custodial nominee account holder on its behalf. A nominee shareholder is entitled to receive dividends and exercise all share subscription rights and other financial and administrative rights attached to the shares, such as the right to attend and
vote at general meetings of the company. A beneficial owner wishing to attend and vote at a general meeting must seek a temporary registration in the register of shareholders not later than ten days prior to the relevant general meeting. A custodial
nominee account holder is required to disclose to the Finnish Financial Supervision Authority and the relevant company upon request the name of the beneficial owner of any shares registered in the name of such custodial nominee account holder, where
the beneficial owner is known, as well as the number of shares owned by such beneficial owner. If the name of the beneficial owner is not known, the custodial nominee account holder is required to disclose said information on the representative
acting on behalf of the beneficial owner and to submit a written declaration to the effect that the beneficial owner of the shares is not a Finnish natural person or legal entity.



Finnish Depositories for both Clearstream Banking S.A., Luxembourg and Euroclear Bank, S.A./N.V., as operator of the
Euroclear System, have nominee accounts within the Finnish book-entry securities system and, accordingly, non-Finnish shareholders may hold their shares through their accounts with Clearstream Banking or Euroclear.



Shareholders wishing to hold their shares in the Finnish book-entry
securities system in their name and who do not maintain a book-entry account in Finland are required to open a book-entry account at an authorized Account Operator in Finland and a convertible euro account at a bank operating in Finland.



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Item 10.    Additional Information.



Memorandum and Articles of Association



Organization and Field of Operations



We are
organized under the laws of the Republic of Finland and domiciled in the City of Helsinki. Our business identity code is 1039050-8. Pursuant to Section 2 of our articles of association, we may operate directly or through our subsidiaries and
associated companies in the forest, engineering, chemical and mining industries and other manufacturing industries and may engage in agriculture, forestry and merchant shipping, as well as supply hydro-power, build of hydro-electric facilities and
obtain financing in connection with the foregoing. We may also provide services in our own field of operations and carry out construction, operational, marketing and other corresponding assignments both in Finland and abroad.



Share Capital



Our minimum share capital is 850,000,000, and the maximum is
3,400,000,000. Our share capital may be increased or decreased within this range without seeking shareholder approval to amend the articles of association. The minimum number of shares may not be less than 500,000,000, and the maximum number
may not be more than 2,000,000,000 shares, which shares shall be divided into Series A shares and Series R shares. The number of Series A shares may not be more than 500,000,000, and the number of Series R shares may not more than 1,600,000,000
shares. Our shares are in the Finnish book-entry securities system.



Preemptive Rights and Receipt of Funds



Under
Finnish law, existing shareholders of Finnish companies have preferential rights to subscribe, in proportion to their shareholdings, for new shares of such companies as well as for issues of subscription warrants or debt instruments convertible into
shares or carrying warrants to subscribe for shares, unless the corporate resolution approving such issue provides otherwise. Under the Finnish Companies Act, a resolution waiving pre-emptive rights must be approved by at least two-thirds of all
votes cast and all shares represented at the general meeting of shareholders.



The right to receive funds distributed by our company and to subscribe for shares when increasing the share capital shall be restricted to persons: (i) who are registered as shareholders in our shareholders
register on the record date, (ii) whose right to payment has been registered in the book-entry account and entered into our shareholders register on the record date or (iii) in case of shares registered in the name of a nominee, on whose
book-entry account the shares have been registered on the record date and whose nominee has been registered in our shareholders register on the record date as the nominee of the shares.



Audit Procedures



Our financial year is the calendar year. Our annual accounts shall be
prepared in good time and handed over to the auditors for annual audit at least one month before the annual general meeting of shareholders. We shall have one or two auditors, who shall be certified public accountants or individuals approved by the
Finnish Central Chamber of Commerce. The auditors shall be appointed at the general meeting of shareholders for a term of office expiring at the close of the following annual general meeting of shareholders. The auditors shall submit a report of
their audit to the board of directors no later than two weeks prior to the annual general meeting of shareholders.



General Meeting of Shareholders



Under the Finnish Companies Act, shareholders exercise their power to decide on corporate matters at the general meetings of shareholders. Our articles of
association require that an annual general meeting of shareholders be held in Helsinki, Finland within six months from the end of each financial year. Shareholders present at an annual general meeting of shareholders, or their legally qualified
representatives or proxies, shall



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have the right to exercise their power to decide on matters pertaining to our company, including: (i) the review and adoption of our financial statements and
auditors report, (ii) the date and manner for a possible distribution of dividends, (iii) indemnification of the members of the board of directors and the chief executive officer (iii) the number and composition of the board of directors, (iv)
the selection of auditors, (v) remuneration for members of the board of directors and the auditors and (vi) any other matters notified separately in the notice of the meeting.



The board of directors shall convene a general meeting of shareholders by publishing a notice to the meeting in newspapers,
as determined by the board of directors, but at least in two Finnish and two Swedish newspapers, not more than two months and not less than seventeen days before the last day for advance notice of attendance mentioned in the notice to the meeting.
Other notices to the shareholders shall be delivered in the same manner. A shareholder wishing to attend a general meeting of shareholders must notify us by the date mentioned in the notice to the meeting, which may not be more than ten days before
the meeting.



Because our shares are part of the FCSD, in order
to have the right to attend and vote at a general meeting, a shareholder must be registered on the record date in the register of shareholders kept by the FCSD in accordance with the Finnish Companies Act and the Finnish Act on the Book-Entry
Securities System. The record date is ten days prior to the relevant general meeting. There are no quorum requirements for general meetings in the Finnish Companies Act or in our articles of association. Thus, it is possible that, depending on the
attendance at any particular shareholders meeting, a relatively limited number of shareholders may approve resolutions put forward at a meeting.



An extraordinary general meeting of shareholders may be convened when considered necessary by the board of directors or when requested in writing by an
auditor or shareholders holding together a minimum of ten percent of all shares.



Liquidation



Pursuant
to the Finnish Companies Act, if we were to be liquidated, any liquidation proceeds remaining after all of our liabilities were paid would be distributed to our shareholders in proportion to their shareholdings.



Voting



For purposes of voting on general corporate matters and elections, each Series A share has one vote and every ten Series R
shares have one vote. However, each shareholder shall have at least one vote. At a general meeting of shareholders, resolutions generally require the approval of a majority of the votes cast. However, certain resolutions, such as a resolution to
amend the articles of association, a resolution to issue shares in deviation from the shareholders preferential subscription rights and, in certain cases, a resolution regarding a merger or liquidation of the company, require a majority of
two-thirds of the votes cast and of the shares represented at the general meeting of shareholders. Certain decisions require, in addition to the above majority requirement, the consent of shareholders representing at least two-thirds of the shares
of each class of shares. Further, if an amendment of our articles of association would diminish the rights of an entire class of shares, the resolution, in addition to the above majority requirement, requires the consent of shareholders representing
at least one-half of all the shares of such class and a majority of two-thirds of the shares of such class represented at the general meeting of shareholders.



Conversion of Series A Shares



Each Series A share may be converted into one Series R share at the request of the holder or its nominee. No monetary consideration shall be payable for
the conversion.



A shareholders request for conversion of
Series A shares must be presented to us in writing. A request for the conversion of shares may be made at any time, with the exception of the period beginning with the passing of a resolution by the board of directors to convene a general meeting of
shareholders. Any conversion request



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made during the time falling between such resolution and the following general meeting of shareholders is deemed to have arrived, and is processed, after
such general meeting of shareholders and, where applicable, the record date that follows. The request shall state the number of shares to be converted as well as the book-entry account on which the book-entries corresponding to the shares are
recorded. We may request that an entry be made on the shareholders book-entry account restricting the shareholders right of transfer with respect to its shares during the conversion period. We shall promptly notify the Finnish Trade
Register of the changes in the number of shares following the conversion. A request for conversion of shares may be cancelled before the Finnish Trade Register has been notified. Upon cancellation, we shall request that any entry restricting the
shareholders right of transfer shall be removed from the shareholders book-entry account.



The conversion of Series A shares into Series R shares shall become effective upon registration in the Finnish Trade Register. The party requesting the
conversion and the book-entry registrar shall be notified of the registration. In the event a general meeting of shareholders is convened during the conversion period specified by the board of directors, any conversion requests made during such
conversion period shall be deemed to be received after the general meeting of shareholders. In such event, the board of directors may decide upon extension of the conversion period to end after the general meeting of shareholders, when necessary.
The board of directors shall, when necessary, decide on more detailed procedures for the conversion of shares based on a request of a shareholder or, in case of shares registered in the name of a nominee, on the request of the nominee indicated in
the book-entry register.



Control of Foreign Ownership



Restrictions on foreign ownership of Finnish companies were abolished as of January 1, 1993. However, under the Act on the Control of Foreigners Acquisition of Finnish Companies of 1992, clearance by the Finnish Ministry of Trade and
Industry would be required if a foreign person or entity, other than a person or entity from another member state of the European Economic Area or the Organization for Economic Cooperation and Development, or a Finnish entity controlled by one or
more such foreign persons or entities, were to acquire a holding of one-third or more of the voting power of our company. The Ministry of Trade and Industry could refuse clearance where the acquisition would jeopardize important national interests,
in which case the matter would be referred to the government of Finland.



Exchange Controls



Our shares
may be bought by non-residents of Finland (non-residents) on the Helsinki Exchanges without any separate Finnish exchange control consent. Non-residents may receive dividends without a separate Finnish exchange control consent, the
transfer out of Finland being subject to payment by us of withholding taxes. Non-residents that have acquired our shares may receive shares pursuant to a bonus issue or through participation in a new issue without a separate Finnish exchange control
consent. Shares may be sold in Finland by non-residents, and the proceeds of such sale may be transferred out of Finland in any convertible currency. There are no Finnish exchange control regulations applicable to the sale of our shares by
non-residents to non-residents.



Material Contracts



Neither we
nor any of our consolidated subsidiaries have entered into any contracts in the last two years outside of the ordinary course of business that have had or will have a material effect on our business.



Taxation



The following
description is based on tax laws of Finland and the United States as in effect and available on the date of this annual report and is subject to changes in Finnish and U.S. law, including changes that could have retroactive effect. Prospective
investors should consult their professional advisors as to the tax consequences of the purchase, ownership and disposition of shares or ADSs, including, in particular, the effect of tax laws of any other jurisdiction.



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Finnish Taxation



The following
is a description of the material Finnish income tax consequences of the purchase, ownership, and disposition of shares or ADSs by a holder who is not a resident of Finland (a non-resident). It does not purport to be a complete analysis
of all potential Finnish tax consequences to holders of the shares and ADSs. Prospective investors should consult their own advisers as to the consequences of the purchase, ownership, and disposition of shares or ADSs in light of their particular
circumstances, including the effect of any foreign, state, or local tax laws. Statements regarding Finnish tax laws set forth below are based on the laws in force and as interpreted by the relevant taxation authorities as of the date hereof and are
subject to any changes in Finnish law, or in the interpretation thereof by the relevant taxation authorities.



A beneficial owner of an ADS should be treated as the owner of the underlying share for purposes of the current Convention between the Government of the
United States of America and the Government of the Republic of Finland for the Avoidance of Double Taxation and the Prevention of Fiscal Evasion with Respect to Taxes on Income and on Capital and for Finnish tax purposes. Accordingly, the Finnish
tax consequences to owners of shares discussed below apply also to beneficial owners of ADSs.



Companies



Finnish
companies are subject to national corporate income tax on their worldwide income. With effect from January 1, 1996, the rate of such tax was 28 percent. The corporate income tax rate was raised to 29 percent, with effect as from January 1, 2000. In
November 2003, the Finnish government publicly announced its intention to lower the corporate income tax rate to 26 percent in order to ascertain international competitiveness. No further details in respect of the timing of the entry into force of
the new legislation was available as of the date of this annual report.



Finland applies an imputation or avoir fiscalsystem for profits distributed as dividends in order to eliminate double taxation of companies and their shareholders. Under the avoir fiscal system, there is a minimum tax payable
to the Finnish tax authorities by a Finnish company depending on the amount of profit distributed as dividends. For the tax years 2001, 2002 and 2003 the applicable minimum tax was 29/71. To the extent that this minimum tax exceeds or is less than
the corporate tax charge payable to the Finnish taxation authorities calculated on taxable income, a tax surplus will be established or a supplementary tax liability will be imposed (as appropriate). Any tax surplus generated may be used, for a
period of ten years, to offset any supplementary tax which may become payable in subsequent years. As further discussed below, Finland is considering abolishing the avoir fiscalsystem.



In respect of the possible future abolishment of the avoir fiscal
system in Finland, see discussion below under Shareholders and Holders of ADSsTax Credit on Dividends.



Shareholders and Holders of ADSs



Tax Credit on Dividends



The Finnish avoir fiscalsystem is applied in its entirety only to shareholders who are residents of Finland. Under the avoir fiscal system,
a tax credit is available to resident shareholders on the payment of dividends by a Finnish company equal to the lesser of, the tax paid by such company for its income and 29/71 of the dividend paid, as described above. Because corporate income tax
rate and the tax credit are currently of the same size, no taxes are generally payable by shareholders in respect of dividends income received from a listed Finnish company. The tax credit is not generally available to non-residents. Shareholders
who are non-residents may, however, be entitled to the tax credit in whole or in part where there is a double taxation treaty with Finland that contains the appropriate provisions. Currently, the only such tax treaty in force is with Ireland,
entitling certain shareholders resident in Ireland to a tax credit equal to one-half of the credit available to residents of Finland.



In June 2001, the Finnish Ministry of Finance appointed a committee to evaluate, among other things, the acceptability of the avoir fiscal system
in light of Finnish and EU legislation. The committee presented its report



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in November 2002. The committee was of the opinion that Finland should abolish the avoir fiscal system and, as a result, dividends would be taxable.
In addition, the Finnish Supreme Administrative Court has requested a preliminary ruling from the European Court of Justice in relation to the Finnish imputation system on September 10, 2002. As a result of the ruling, Finland may be forced to amend
or even abolish the current avoir fiscal system. The Finnish government has publicly announced its plan to abolish the avoir fiscal system, which shall, if the plan is effectuated, mean that in the future dividends shall partly be
subject to dual taxation. After the change of law abolishing the avoir fiscal system enters into force, 70 percent of the dividends paid out by a Finnish public company will be considered taxable capital income. As of the date of this annual
report, no further details in respect of the timing of the entry into force of the new legislation was available.



Withholding Tax on Dividends



Non-residents of Finland are subject to Finnish withholding tax on dividends paid by a Finnish company. In the absence of any applicable treaty, the rate
of withholding tax is 29 percent as from January 1, 2000. Finland has entered into double taxation treaties with many countries pursuant to which the withholding tax is reduced on dividends paid to persons entitled to the benefits under such
treaties, unless the shares from which such dividends derive are effectively connected with a permanent establishment or a fixed base in Finland, in which case Finnish income taxes are levied on the dividends so derived. In the case of the treaty
with the United States, the withholding tax rates are reduced to 15 percent. The Finnish company paying the dividend is responsible for deducting any applicable Finnish withholding tax.



A reduction of such withholding tax rate can be obtained at source upon the submission of a Source Tax Card or the required
information (name, date of birth and address) to the payor prior to the payment of dividends. If such a Source Tax Card or such information is not submitted in a timely manner, a refund of tax withheld in excess of the applicable treaty rate can be
obtained upon application to the local tax authority. The Bank of New York as Depositary for the ADSs has agreed to use reasonable efforts to make and maintain arrangements enabling holders to receive tax credits, reduction in Finnish withholding
tax or other benefits (pursuant to treaty or otherwise) relating to dividend payments on the ADSs at the time the dividend is paid.



No withholding tax is levied under Finnish law on dividends paid to corporate entities that reside in the EU and directly hold at least 25 percent of the
capital of the distributing Finnish company, provided that such entities are not entitled to the tax credit under the Finnish avoir fiscal system and are subject to a general corporate income tax in their respective countries of residency, as
specified in Directive 90/435/EEC.



Finnish Transfer Tax



There is no transfer tax payable in Finland on share
transfers made on the Helsinki Exchanges. If the transfer is not made on the Helsinki Exchanges, a transfer tax at the rate of 1.6 percent of the relevant sales price is payable by the buyer. However, if the buyer is neither a resident of Finland
nor a Finnish branch of a foreign credit institution nor a Finnish branch of a foreign brokerage firm, the seller must collect the tax from the buyer. If neither the buyer nor the seller is a resident of Finland or a Finnish branch of a foreign
credit institution or a Finnish branch of a foreign brokerage firm and it is not a question of transfer of shares in a housing or real estate company, the transfer of shares will be exempt from Finnish transfer tax. No transfer tax is payable in
connection with newly issued shares.



Finnish Capital Gains
and Other Taxes



Shareholders who are not resident in
Finland, and who do not engage in trade or business through a permanent establishment or fixed base in Finland which could be regarded as the holder of the relevant shares or ADSs, will normally not be subject to Finnish taxes on capital gains
realized on the transfer of shares. Transfers of shares by a non-resident of Finland by way of gift or by reason of the death of the owner are subject to Finnish gift or inheritance tax respectively if either the transferor or the transferee was a
resident of Finland at the time of death or when the gift was given, unless Finland has waived its rights in a tax treaty to impose tax.



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U.S. Federal Income Taxation



General



The following is a description of the
principal U.S. federal income tax consequences that may be relevant with respect to the acquisition, ownership and disposition of our shares or ADSs, which are evidenced by American Depositary Receipts. This description addresses only the U.S.
federal income tax considerations of holders that are initial purchasers of our shares or ADSs at the initial issue price and that will hold such shares or ADSs as capital assets. This description does not address tax considerations applicable to
holders that may be subject to special tax rules, such as financial institutions, insurance companies, real estate investment trusts, grantor trusts, regulated investment companies, dealers or traders in securities or currencies, tax-exempt
entities, persons that received shares or ADSs as compensation for the performance of services, persons that received shares or ADSs pursuant to an exercise of employee stock options or rights or otherwise as compensation for the performance of
services, persons that will hold shares or ADSs as part of a hedging or conversion transaction or as a position in a straddle for U.S. federal income tax purposes, persons that have a functional
currency other than the U.S. dollar or holders that own (or are deemed to own) ten percent or more (by voting power or value) of our shares. This description does not address any state, local or foreign tax consequences of the acquisition,
ownership and disposition of our shares or ADSs.



Moreover,
this description does not address the U.S. federal estate and gift or alternative minimum tax consequences of the acquisition, ownership and disposition of our shares or ADSs. This description is based (i) on the Internal Revenue Code of 1986, as
amended (the Code), U.S. Treasury Regulations and judicial and administrative interpretations thereof, in each case as in effect and available on the date hereof and (ii) in part, on the representations of the depositary and the
assumption that each obligation in the deposit agreement and any related agreement will be performed in accordance with its terms. All of the foregoing are subject to change, which change could apply retroactively and could affect the tax
consequences described below.



For purposes of this
description, a U.S. Holder is a beneficial owner of our shares or ADSs that, for U.S. federal income tax purposes, is: (i) a citizen or resident of the United States, (ii) a partnership or corporation created or organized in or under the
laws of the United States or any state thereof (including the District of Columbia), (iii) an estate the income of which is subject to U.S. federal income taxation regardless of its source, or (iv) a trust, if such trust validly elects to be treated
as a U.S. person for U.S. federal income tax purposes or if (A) a court within the United States is able to exercise primary supervision over its administration and (B) one or more U.S. persons have the authority to control all of the substantial
decisions of such trust. A Non-U.S. Holder is a beneficial owner of our shares or ADSs that is not a U.S. Holder.



If a partnership (or any other entity treated as a partnership for U.S. federal income tax purposes) holds our shares or ADSs, the tax treatment of the
partnership or a partner in such partnership generally will depend upon the status of the partner and the activities of the partnership. Such a partner or a partnership should consult its own tax advisor as to its tax consequences.



You should consult your own tax advisor with respect to the U.S. federal,
state, local and foreign tax consequences of acquiring, owning or disposing of our shares or ADSs.



Ownership of ADSs in General



For U.S. federal income tax purposes, if you are a holder of ADSs, you generally will be treated as the owner of our shares represented by such ADSs.



The U.S. Treasury Department has expressed concern that
depositaries for American Depositary Receipts, or other intermediaries between the holders of shares of an issuer and the issuer, may be taking actions that are inconsistent with the claiming of U.S. foreign tax credits by U.S. holders of such
receipts or shares. Accordingly, the analysis regarding the availability of a U.S. foreign tax credit for Finnish taxes and sourcing rules described below could be affected by future actions that may be taken by the U.S. Treasury Department.



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Distributions



Subject to the discussion below under Passive Foreign Investment Company Considerations, if you are a U.S.
Holder, the gross amount of any distribution made to you of cash or property (other than certain distributions, if any, of our shares or ADSs distributed pro rata to all our shareholders, including holders of ADSs) with respect to your shares
or ADSs, before reduction for any Finnish taxes withheld therefrom, will be includible in your income as dividend income to the extent such distributions are paid out of our current or accumulated earnings and profits as determined under U.S.
federal income tax principles. Subject to the discussion below under Passive Foreign Investment Company Considerations, non-corporate U.S. Holders generally will be taxed on any such dividends received in a taxable year beginning on or
before December 31, 2008 at the lower rates applicable to long-term capital gains (i.e., generally, gains from the sale or exchange of capital assets held for more than one year). However, such dividends will not be eligible for the dividends
received deduction generally allowed to corporate U.S. Holders. Subject to the discussion below under Passive Foreign Investment Company Considerations, to the extent, if any, that the amount of any distribution that we make exceeds our
current and accumulated earnings and profits as determined under U.S. federal income tax principles, it will be treated first as a tax-free return of your adjusted tax basis in your shares or ADSs and thereafter as capital gain. We do not maintain
calculations of our earnings and profits under U.S. federal income tax principles.



Any such dividend paid in euros (or any currency other than U.S. dollars) will be included in your gross income in an amount equal to the U.S. dollar value of the euro (or, if not euros, the currency in which the
dividend was paid) on the date of receipt, which, in the case of ADSs, is the date they are received by the depositary. The amount of any distribution of property other than cash will be the fair market value of such property on the date of
distribution.



If you are a U.S. Holder, dividends received by
you with respect to your shares or ADSs will be treated as foreign source income, which may be relevant in calculating your foreign tax credit limitation. Subject to certain conditions and limitations, any Finnish tax withheld on dividends may be
deducted from taxable income or credited against your U.S. federal income tax liability. The limitation on foreign taxes eligible for credit is calculated separately with respect to specific classes of income. For this purpose, dividends distributed
by us generally will constitute passive income, or, in the case of certain U.S. Holders, financial services income.



Subject to the discussion below under Backup Withholding Tax and Information Reporting Requirements, if you are a Non-U.S. Holder, you
generally will not be subject to U.S. federal income or withholding tax on dividends received on your shares or ADSs, unless such income is effectively connected with your conduct of a trade or business in the United States.



Sale or Exchange of Shares or ADSs



Subject to the discussion below under Passive Foreign Investment
Company Considerations, if you are a U.S. Holder, you generally will recognize gain or loss on the sale or exchange of your shares or ADSs equal to the difference between the amount realized on such sale or exchange and your adjusted tax basis
in your shares or ADSs. Such gain or loss will be capital gain or loss. If you are a non-corporate U.S. Holder, the maximum marginal U.S. federal income tax rate applicable to such gain will be lower than the maximum marginal U.S. federal income tax
rate applicable to ordinary income (other than certain dividends) if your holding period for such shares or ADSs exceeds one year. Gain or loss, if any, recognized by a U.S. Holder generally will be treated as U.S. source income or loss for U.S.
foreign tax credit purposes. The deductibility of capital losses is subject to limitations.



If you are a U.S. Holder, the initial basis of your shares or ADSs will be the U.S. dollar value of the euro denominated purchase price determined on the date of purchase. If the shares or ADSs are treated as traded
on an established securities market, a cash basis U.S. Holder (or, if it elects, an accrual basis U.S. Holder) will determine the dollar value of the cost of such shares or ADSs by translating the amount paid at the spot rate of



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exchange on the settlement date of the purchase. If you convert U.S. dollars to euros and immediately use that currency to purchase shares or ADSs, such
conversion generally will not result in taxable gain or loss to you.



With respect to the sale or exchange of shares or ADSs, the amount realized generally will be the U.S. dollar value of the payment received determined on (i) the date of receipt of payment in the case of a cash basis U.S. Holder and (ii)
the date of disposition in the case of an accrual basis U.S. Holder. If the shares or ADSs are treated as traded on an established securities market, a cash basis taxpayer (or, if it elects, an accrual basis taxpayer) will determine the
U.S. dollar value of the amount realized by translating the amount received at the spot rate of exchange on the settlement date of the sale.



Subject to the discussion below under Backup Withholding Tax and Information Reporting Requirements, if you are a Non-U.S. Holder, you
generally will not be subject to U.S. federal income or withholding tax on any gain realized on the sale or exchange of such shares or ADSs unless (i) such gain is effectively connected with your conduct of a trade or business in the United States
or (ii) in the case of any gain realized by an individual Non-U.S. Holder, you have been present in the United States for 183 days or more in the taxable year of such sale or exchange and certain other conditions are met.



Passive Foreign Investment Company Considerations



A Non-U.S. corporation will be classified as a passive foreign
investment company, or a PFIC, for U.S. federal income tax purposes in any taxable year in which, after applying certain look-through rules, either (i) at least 75 percent of its gross income is passive income or (ii) at least 50
percent of the average value of its gross assets is attributable to assets that produce passive income or is held for the production of passive income. Passive income for this purpose generally includes dividends, interest, royalties,
rents and gains from commodities and securities transactions.



Based on certain estimates of our gross income and gross assets and the nature of our business, we believe that we will not be classified as a PFIC for the 2003 taxable year. Our status in future years will depend on our assets and
activities in those years. We have no reason to believe that our assets or activities will change in a manner that would cause us to be classified as a PFIC, but there can be no assurance that we will not be considered a PFIC for any taxable year.
If we were a PFIC and you are a U.S. Holder, you generally would be subject to imputed interest charges and other disadvantageous tax treatment (including the denial of the taxation of dividends with respect to your shares or ADSs at the lower rates
applicable to long-term capital gains, as discussed above under Distributions) with respect to any gain from the sale or exchange of, and certain distributions with respect to, your shares or ADSs.



If we were a PFIC you could make a variety of elections that may alleviate
certain tax consequences referred to above, and one of these elections may be made retroactively. However, it is expected that the conditions necessary for making certain of such elections will not apply in the case of our shares or ADSs. You should
consult your own tax advisor regarding the tax consequences that would arise if we were treated as a PFIC.



Backup Withholding Tax and Information Reporting Requirements



U.S backup withholding tax and information reporting requirements generally apply to certain payments to certain
noncorporate holders of stock. Information reporting generally will apply to payments of dividends on, and to proceeds from the sale or redemption of, shares or ADSs made within the United States to a holder of shares or ADSs (other than an
exempt recipient, including a corporation, a payee that is not a U.S. person that provides an appropriate certification and certain other persons). A payor will be required to withhold backup withholding tax from any payments of
dividends on, or the proceeds from the sale or redemption of shares or ADSs within the United States to a holder (other than an exempt recipient) if such holder fails to furnish its correct taxpayer identification number or otherwise
fails to comply with such backup withholding tax requirements. The backup withholding tax rate is 28 percent for years through 2010.



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In the case of such payments made within the United States to a foreign simple trust, foreign grantor
trust or foreign partnership (other than a payment to a foreign simple trust, foreign grantor trust or foreign partnership that qualifies as a withholding foreign trust or a withholding foreign partnership within the meaning
of the applicable U.S. Treasury Regulations and a payment to a foreign simple trust, foreign grantor trust or foreign partnership that is effectively connected with the conduct of a trade or business in the United States), the beneficiaries of the
foreign simple trust, the persons treated as the owners of the foreign grantor trust or the partners of the foreign partnership, as the case may be, will be required to provide the certification discussed above in order to establish an exemption
from backup withholding tax and information reporting requirements. Moreover, a payor may rely on a certification provided by a payee that is not a U.S. person only if such payor does not have actual knowledge or a reason to know that any
information or certification stated in such certificate is incorrect.



The above description is not intended to constitute a complete analysis of all tax consequences relating to the acquisition, ownership and disposition of our shares or ADSs. You should consult your own tax advisor concerning the tax
consequences of your particular situation.



Documents on Display



We are
subject to the informational requirements of the Exchange Act. In accordance with these requirements, we file reports and other information with the SEC. These materials, including this annual report and the exhibits thereto, may be inspected and
copied at the SECs Public Reference Room at 450 Fifth Street, N.W., Washington, D.C. 20549. The public may obtain information on the operation of the SECs Public Reference Room by calling the SEC in the United States at 1-800-SEC-0330.
The SEC also maintains a web site at http://www.sec.gov that contains any reports, statements and other information that have been filed electronically with the SEC. We have made electronic filings with the SEC since July 25, 2002. In addition,
material submitted by us may be inspected at the offices of the New York Stock Exchange at 20 Broad Street, New York, New York 10005.



Item 11.    Quantitative and Qualitative Disclosures About Market Risk.



The following discussion about our financial risk-management activities includes forward-looking statements that involve risks and
uncertainties. Actual results could differ materially from those projected in the forward-looking statements.



Operational Risk



Our operating
profit is affected by changes in price and volume, although the effect on operating profit depends varies among our product areas. The table below sets forth the operating profit sensitivity to a +/- ten percent change in either price or volume for
our different product areas.



|                  |  |                 |  |       
|----------------- |  | --------------- |  | ------
|                  |  | Price           |  | Volume
|                  |  | ( in millions)
|Publication paper |  | 400             |  | 130   
|Fine paper        |  | 250             |  | 100   
|Packaging boards  |  | 260             |  | 120   
|Wood products     |  | 140             |  | 30    



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The price and volume of different cost components also have an impact on our operating profit. The table
below sets forth the most important items relative to our total costs and sales.



|                                  |  |            |  |           
|--------------------------------- |  | ---------- |  | ----------
|                                  |  | % of costs |  | % of sales
|Variable costs                    |  |            |  |           
|Transport and sales commission    |  | 11         |  | 10        
|Logs, pulpwood and recycled fiber |  | 20         |  | 19        
|Chemicals and fillers             |  | 10         |  | 10        
|Energy                            |  | 9          |  | 9         
|Other                             |  | 13         |  | 12        
|                                  |  |            |  |           
|                                  |  | 63         |  | 60        
|Fixed costs                       |  |            |  |           
|Personnel                         |  | 20         |  | 19        
|Other                             |  | 7          |  | 7         
|                                  |  |            |  |           
|                                  |  | 27         |  | 26        
|Depreciation and amortization     |  | 10         |  | 10        
|                                  |  |            |  |           
|Total costs                       |  | 100        |  | 96        
|                                  |  |            |  |           



The main items are
personnel costs and the sourcing of logs, pulpwood and recycled fiber. For example, a one percent change in our personnel costs equals 23 million and a one percent change in our fiber costs represents 23 million. In order to mitigate the
impact of these on earnings, we have started to hedge some of our open commodity and energy exposure.



Financial Risk Management



As a
global market participant, we are exposed to different kinds of market risk. The major risk exposures for us are foreign exchange risk, risk of difficulties in obtaining financing at any given time, interest rate risk, and commodity risk. The
continuously evolving financial and business environment creates a challenge for our treasury function.



The objective of our financial risk management is to mitigate or limit these financial exposures to secure profitability. We have defined objectives and
principles for the management of financial exposure in the financial risk policy for Stora Enso approved by the audit and finance committee of our board of directors. This policy is the master policy and other policies that relate to financial
dealings are subordinate to this policy. Hence, all financial dealings instructions and procedures in the group must comply with the financial risk policy of Stora Enso. The policy is reviewed and re-approved regularly by the financial and audit
committee of our board of directors and our senior management. Compliance is monitored by our internal control and internal audit.



We aim to optimize internal cash flows in order to minimize the number of external transactions we must make. We subsequently manage our groups net
exposure in the financial markets.



Our treasury works together
with the operating units to determine the best hedging strategy for the respective units within the framework set out in the financial risk policy.



In accordance with our financial risk policy, our treasury uses a variety of financial instruments to hedge net financial risk exposures. Foreign currency
exchange derivatives used are forwards, swaps, bought and sold options. Interest rate derivatives used are interest rate futures, interest rate swaps, cross-currency interest rate swaps and interest rate swaptions. Commodity derivatives used are oil
swaps, oil options, electricity swaps, paper swaps, lumber options and lumber futures and pulp futures.



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Foreign Exchange Risk



We
operate globally and are thus exposed to foreign exchange risk arising from fluctuations in exchange rates of various currencies and currency combinations.



Many of our production facilities are located outside the euro currency area, mainly in Sweden and the United States. Production facilities in question
are owned by the local subsidiaries. The geographical location of the production facilities, the purchases of raw material, and the sales outside the euro area lead to principal foreign exchange transaction exposure in the Swedish krona, U.S. dollar
and British pound sterling against euros, the functional currency of our parent company.



We use a Value-at-Risk (VaR) methodology to assess our foreign exchange risk. The VaR calculates the potential profit or loss from a stochastic change in the prices of items contained in the analyzed
portfolio. The risk of the net foreign currency position is estimated against our base currency euro with a VaR-methodology developed by Risk Metrics Group, which uses historical volatilities and correlations. The calculation measures the potential
change in the fair value of outstanding financial contracts over a one-day period on a specified confidence interval. Because the VaR method is not reliable in extreme situations, we also use other risk measures in the daily monitoring of foreign
exchange risk, including stress tests and scenario analysis.



In 2003, in accordance with our financial risk policy, the foreign exchange net cash flow arising from forecasted sales and purchases was hedged to a maximum of 75 percent of the net exposure in a specific currency.



The divisions can hedge up to 75 percent of their forecasted transaction
exposure based on divisional financial risk policy. In addition to divisional hedges, remaining group exposures may be hedged under the authority of senior management.



For this purpose a number of financial instruments are used, including foreign exchange forward contracts and foreign
exchange options.



The financial instruments used for the
hedging of net foreign exchange exposure arising from sales and purchases have, on average, a maturity of less than one year.



The overnight fair-value-VaR for the net cash flow hedges of foreign exchange transactions was, at a 95 percent confidence level, a loss of 4.6
million as of December 31, 2003 while the average over the year 2003 was 5.3 million. As of December 31, 2002, the corresponding VaR was a loss of 6.1 million for hedged foreign exchange transactions while the average over the year 2002
was 6.9 million. The decrease in VaR is mainly due to decrease in hedges during 2003.



The balance sheets of our foreign subsidiaries are translated into euros using the exchange rates prevailing at the balance sheet date thus exposing us to fluctuations in foreign exchange rates (i.e., translation
risk). We record the resulting translation differences directly to consolidated shareholders equity.



The financial risk policy requires our treasury to minimize the exposure by funding assets (i.e., net investments in foreign entities) in the same
currency whenever economically viable. If matching of assets and liabilities in the same currency is not possible, hedging of the remaining translation risk may take place.



During 2003, material translation exposures in U.S. dollars, Canadian dollars and British pound sterlings were hedged, while
Swedish krona exposure was partially hedged. Hedges were hedge accounted for in accordance with IAS 39 hedge accounting criteria for net investment in foreign entity. As of December 31, 2003, we had 657 million (U.S. dollar equivalent) of
borrowings designated as hedge of our net investment in the United States compared to 975 million as of December 31, 2002. As of December 31, 2003, 462 million (Canadian dollar equivalent) of forward contracts were designated as hedges
of the net investment in Canada, compared to 515 million as of December 31, 2002, while our net investment in the United Kingdom, as of December 31, 2003, had designated forward contracts of 40 million (GBP equivalent), compared to
43 million



90



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##### Table of Contents

as of December 31, 2002. As of December 31, 2003, forward contracts of 479 million (Swedish krona equivalent) were designated as a hedge of our Swedish
net investment exposure, compared to 328 million as of December 31, 2002.



As of December 31, 2003, the translation risk on the net exposure after hedging measured with overnight VaR was a loss of 5.5 million at a 95 percent confidence level, compared with 2.7 million as of
December 31, 2002. The averages over the year were 6.2 million in 2003 compared to 3.1 million in 2002. The increase in risk is mainly due increased net SEK equity.



Funding and Interest Rate Risk



We are also exposed to interest rate risk, in which we are mainly exposed to fluctuations in euro, SEK and U.S. dollar interest rates. Fluctuations in interest rates affect our interest expenses. Our treasury is responsible for the funding
of our business operations and managing of interest rate risk.



The financial risk policy states that the average maturity of outstanding loans and committed credit facilities covering short-term borrowing should be at least four years. Target maturity should be between five and seven years, while
combined duration of the loans and the swaps should be between three months and two years. Furthermore, the group must have committed credit facilities to cover our budgeted funding needs and all of our commercial paper and uncommitted bank
facilities.



In order to achieve the targets set in the
financial risk policy, our treasury manages a number of loan programs and credit facilities. In order to manage interest rate risk and earnings fluctuations, our treasury uses financial derivatives, such as interest rate futures, interest rate
swaps, options and swaptions. Interest rate risk is usually managed by swapping fixed interest rates to floating interest rates.



As of December 31, 2003, the basis point value of our liability portfolio was 1.06 million. The average maturity for the loan portfolio was 4.0
years (excluding committed credit facilities) and the duration for the loan portfolio was 2.5 years. Duration for the loan portfolio together with swaps was 1.2 years. The corresponding values as of December 31, 2002 were basis point value of
1.48 million, with an average maturity of 6.2 years; loan portfolio duration of 4.1 years and duration of loan portfolio together with swaps of 1.8 years.



Outstanding Foreign Exchange and Interest Rate Derivatives



As of December 31, 2003, we had outstanding risk management contracts regarding foreign exchange in a nominal amount of 3,450.1 million compared with 4,118.9 million as of December 31, 2002.



Of interest rate derivatives, the nominal value outstanding as of December
31, 2003 was 2,657.1 million compared with 2,120.2 million as of December 31, 2002.



Commodity Risk



The paper and
pulp business has historically experienced fluctuations in raw material and end product prices. Future fluctuations in raw material prices could have a substantial effect on our earnings. We have implemented commodity and energy risk management
operations as an integral part of our treasury. The operating units are responsible for measuring and hedging commodity and energy risks and entering into derivative contracts with our treasury to hedge those risks.



Parts of our raw material and end product exposures have been hedged with
commodity and energy derivatives. Hedging commodity and energy derivatives are linked to underlying exposures and hedge accounted for under IAS 39.



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As of December 31, 2003, we had total outstanding commodity derivative contracts hedging exposures on
purchase of energy and other raw materials and on sales of paper and lumber in the form of commodity and energy swaps, options and futures of a total nominal value of 477.0 million, with a net positive fair value of 71.5 million,
compared with total outstanding commodity contracts of 538.6 million, with a net positive fair value of 252.4 million, as of December 31, 2002. A ten percent decrease in the energy prices would result in a negative 6.6 million
change in the fair value of the energy hedging contracts and a ten percent increase in the end products would result in a negative 0.6 million change in the fair value of the end product hedging contracts. The maturity of our commodity
contracts is between one month and four years.



The table below
sets forth our outstanding commodity derivative contracts as of December 31, 2003.



|                      |  |                 |  |       |  |      |  |      |  |      |  |      
|--------------------- |  | --------------- |  | ----- |  | ---- |  | ---- |  | ---- |  | -----
|                      |  | Maturity        |  | Total
|                      |  | 2004            |  | 2005  |  | 2006 |  | 2007 |  | 2008 | 
|                      |  | ( in millions)
|Commodity derivatives |  | 163.2           |  | 197.8 |  | 82.1 |  | 33.9 |  | 0.0  |  | 477.0



Equity Price Risk



We have
certain investments in publicly traded companies. The market value of the equity investments was 227.7 million as of December 31, 2003. These securities have exposure to fluctuations in equity prices. The equities in the portfolio are traded
on the Helsinki Exchanges, the Stockholm Exchange, the New York Stock Exchange, the Australian Stock Exchange, and the Stock Exchange of Thailand. A ten percent fall in equity prices would result in a 22.8 million loss in the equity value of
these securities. As of December 31, 2003, there were no outstanding financial derivative contracts designated as hedges of the investments in publicly traded companies in our equity portfolio.



As of December 31, 2002, the market value of equity investments was
169.2 million, where a ten percent fall in equity prices would have resulted in a 16.9 million loss in the equity value of these securities.



Item 12.    Description of Securities Other than Equity Securities.



Not applicable.



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PART II



Item 13.    Defaults, Dividend Arrearages and Delinquencies.



None.



Item 14.    Material Modifications to the Rights of Security Holders and Use of Proceeds.



None.



Item 15.    Controls and Procedures.



Our chief executive officer and our chief financial officer (senior executive vice president, accounting and legal affairs), after evaluating the effectiveness of our disclosure controls and procedures (as defined in
Rules 13a-14(c) under the Exchange Act) on December 31, 2003, have concluded that, as of such date, our disclosure controls and procedures were effective to ensure that material information relating to the Company was made known to them by others
within the Company particularly during the period in which this annual report was being prepared.



There were no changes in the Companys internal control over financial reporting that occurred during the fiscal year ended December 31, 2003 that
have materially affected, or are reasonably likely to materially affect, the Companys internal control over financial reporting.



Item 16.    [Reserved]



Item 16A.    Audit Committee Financial Expert.



Our board of directors has determined that Mr. Jan Sjöqvist is an audit committee financial expert, as defined in the instructions to Item 16A of
Form 20-F. Mr. Sjöqvist and each of the other members of our financial and audit committee is an independent director as defined in Section 303A.02 of the New York Stock Exchanges Listed Company Manual.



Item 16B.    Code of Ethics.



In April 2004, we adopted a code of ethics that applies to all of our employees, including our chief executive officer, our chief financial officer and our group controller. This code of ethics can be viewed on our
Internet pages at www.storaenso.com -> Sustainability -> Policies -> Code of Ethics.



Item 16C.    Principal Accountant Fees and Services.



Audit Fees



During the
financial years ended December 31, 2002 and December 31, 2003, our principal accountant, PricewaterhouseCoopers Oy, billed us aggregate amounts of 2.1 million and 2.5 million, respectively, for the audit of our annual financial
statements and services normally provided in connection with statutory and regulatory filings.



Audit Related Fees



During the financial years ended December 31, 2002 and December 31, 2003, our principal accountant, PricewaterhouseCoopers Oy, billed us aggregate amounts of 500,000 and 1 million, respectively, for assurance and related
services that are reasonably related to the performance of the audit or review of financial statements.



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Tax Fees



During the financial years ended December 31, 2002 and December 31, 2003, our principal accountant, PricewaterhouseCoopers Oy, billed us aggregate amounts
of 400,000 and 500,000, respectively, for services related to tax compliance, tax advice and tax planning.



All Other Fees



During the financial years ended December 31, 2002 and 2003, our principal accountant, PricewaterhouseCoopers Oy, billed us aggregate amounts of
100,000 and 400,000, respectively, for other services.



Audit
Committee Pre-Approval Policies And Procedures



The
financial and audit committee of our board of directors has adopted a policy requiring pre-approval of audit, audit-related, tax and other non-audit services provided by our independent auditors. Under this policy, the financial and audit committee
shall annually pre-approve an audit plan containing the types of services to be performed by our principal auditor, including an estimate of fees grouped by the type of service.



Item 16D.    Exemptions from the Listing Standards for Audit Committees.



Not applicable.



Item 16E.    Purchases of Equity Securities by the Issuer and Affiliated Purchasers.



Not applicable.



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PART III



Item 17.    Financial Statements.



Not applicable.



Item 18.    Financial Statements.



See Item 8. Financial Information and our financial statements beginning on page F-1 of this annual report.



Item 19.    Exhibits.



Documents filed as exhibits to this annual report:



|     |  |                                                                                                                                                                                                      
|---- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1.1  |  | Articles of Association of Stora Enso Corporation.*                                                                                                                                                  
|8.1  |  | Subsidiaries of Stora Enso Corporation.                                                                                                                                                              
|12.1 |  | Certification by the chief executive officer of Stora Enso Corporation pursuant to Rule 13a-14(a) under the Exchange Act.                                                                            
|12.2 |  | Certification by the senior executive vice president and chief financial officer of Stora Enso Corporation pursuant to Rule 13a-14(a) under the Exchange Act.                                        
|13.1 |  | Certification by the chief executive officer of Stora Enso Corporation pursuant to 18 U.S.C. Section 1350, as adopted pursuant to the Sarbanes-Oxley Act of 2002.                                    
|13.2 |  | Certification by the senior executive vice president and chief financial officer of Stora Enso Corporation pursuant to 18 U.S.C. Section 1350, as adopted pursuant to the Sarbanes-Oxley Act of
2002.

---

|* |  | Incorporated by reference to our annual report on Form 20-F for the fiscal year ended December 31, 2002, filed with the SEC on June 25, 2003.
|- |  | ---------------------------------------------------------------------------------------------------------------------------------------------



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INDEX TO STORA ENSO CONSOLIDATED FINANCIAL STATEMENTS



|                                                                                                 |  |    
|------------------------------------------------------------------------------------------------ |  | ---
|                                                                                                 | 
|Report of Independent Accountants                                                                |  | F-2
|                                                                                                 | 
|Consolidated Income Statements for the years ended December 31, 2001, 2002 and 2003              |  | F-3
|                                                                                                 | 
|Consolidated Balance Sheets as of December 31, 2002 and 2003                                     |  | F-4
|                                                                                                 | 
|Consolidated Statement of Changes in Shareholders Equity as of December 31, 2001, 2002 and 2003 |  | F-5
|                                                                                                 | 
|Consolidated Cash Flow Statements for the years ended December 31, 2001, 2002 and 2003           |  | F-6
|                                                                                                 | 
|Notes to the Consolidated Financial Statements                                                   |  | F-8



F-1



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##### Table of Contents

REPORT OF INDEPENDENT ACCOUNTANTS



To the
Shareholders of Stora Enso Oyj



In our opinion, the
accompanying consolidated balance sheets and the related consolidated statements of income, of cash flows and of changes in shareholders equity present fairly, in all material respects, the financial position of Stora Enso Oyj and its
subsidiaries (Stora Enso) at December 31, 2003 and 2002, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2003, in conformity with International Financial Reporting Standards.
These financial statements are the responsibility of Stora Ensos management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with auditing
standards generally accepted in the United States of America and in Finland, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our opinion.



As described under the heading Restatement in Note 1, Stora Enso has restated its previously issued consolidated financial statements.



As discussed in Notes 1 and 12, Stora Enso adopted International Accounting Standard 41, Agriculture, in 2003, and
International Accounting Standard 39, Financial Instruments: Recognition and Measurement, in 2001.



International Financial Reporting Standards vary in certain significant respects from accounting principles generally accepted in the United States of
America. Information relating to the nature and effect of such differences is presented in Note 28 to the consolidated financial statements.



Helsinki, Finland

February 13, 2004

(except for the matters disclosed in Note 1, Accounting Principles, and Note 27, Subsequent Events, as to which the date is April 21, 2004)



PRICEWATERHOUSECOOPERS OY

Authorized Public Accountants



F-2



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



CONSOLIDATED INCOME STATEMENT

(in millions, except per share amounts)



|                                                              |  |       |  |                                 |   |  |            |   |  |            |   |  |            |  
|------------------------------------------------------------- |  | ----- |  | ------------------------------- | - |  | ---------- | - |  | ---------- | - |  | ---------- | -
|                                                              |  |       |  | For the year ended December 31, |  
|                                                              |  | Note  |  | 2001                            |   |  | 2002       |   |  | 2003       |   |  | 2003       |  
|                                                              |  |       |  |                                |   |  |           |   |  |           |   |  | $          |  
|                                                              |  |       |  | (Restated)                      |   |  | (Restated) |   |  | (Restated) |   |  | (Restated) |  
|Sales                                                         |  | 3     |  | 13,508.8                        |   |  | 12,782.6   |   |  | 12,172.3   |   |  | 15,334.2   |  
|Other operating income                                        |  | 5     |  | 63.2                            |   |  | 176.1      |   |  | 29.6       |   |  | 37.3       |  
|Changes in inventories of finished goods and work in progress |  |       |  | 38.4                            |   |  | 30.3       |   |  | 63.5       |   |  | 80.0       |  
|Change in net value of biological assets                      |  | 12    |  |                                |   |  |           |   |  | 11.6       |   |  | 14.6       |  
|Materials and services                                        |  |       |  | (6,547.8                        | ) |  | (6,373.2   | ) |  | (6,192.8   | ) |  | (7,801.5   | )
|Freight and sales commissions                                 |  |       |  | (1,234.0                        | ) |  | (1,240.9   | ) |  | (1,286.8   | ) |  | (1,621.1   | )
|Personnel expenses                                            |  | 6, 19 |  | (2,246.3                        | ) |  | (2,308.1   | ) |  | (2,297.6   | ) |  | (2,894.4   | )
|Other operating expenses                                      |  | 5     |  | (839.7                          | ) |  | (802.6     | ) |  | (828.0     | ) |  | (1,043.1   | )
|Depreciation, amortization and impairment charges             |  | 10    |  | (1,267.6                        | ) |  | (2,441.9   | ) |  | (1,200.4   | ) |  | (1,512.1   | )
|                                                              |  |       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Operating profit (loss)                                       |  | 3     |  | 1,475.0                         |   |  | (177.7     | ) |  | 471.4      |   |  | 593.9      |  
|Share of results in associated companies                      |  | 13    |  | 79.6                            |   |  | 14.6       |   |  | (23.0      | ) |  | (29.0      | )
|Net financial items                                           |  | 7     |  | (343.5                          | ) |  | (206.2     | ) |  | (237.7     | ) |  | (299.5     | )
|                                                              |  |       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Profit (loss) before tax and minority interests               |  |       |  | 1,211.1                         |   |  | (369.3     | ) |  | 210.7      |   |  | 265.4      |  
|Income tax expense                                            |  | 8     |  | (296.1                          | ) |  | 128.5      |   |  | (67.0      | ) |  | (84.4      | )
|                                                              |  |       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Profit (loss) after tax                                       |  |       |  | 915.0                           |   |  | (240.8     | ) |  | 143.7      |   |  | 181.0      |  
|Minority interests                                            |  |       |  | 2.9                             |   |  | 0.1        |   |  | (5.8       | ) |  | (7.3       | )
|                                                              |  |       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Net profit (loss) for the period                              |  |       |  | 917.9                           |   |  | (240.7     | ) |  | 137.9      |   |  | 173.7      |  
|                                                              |  |       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Earnings (loss) per share                                     |  |       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Basic earnings (loss) per share,                              |  | 26    |  | 1.02                            |   |  | (0.27      | ) |  | 0.16       |   |  | 0.20       |  
|Diluted earnings (loss) per share,                            |  | 26    |  | 1.02                            |   |  | (0.27      | ) |  | 0.16       |   |  | 0.20       |  





The accompanying notes are an integral part of these consolidated financial statements.



F-3



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



CONSOLIDATED BALANCE SHEET

(in millions)



|                                               |  |       |  |                    |   |  |            |   |  |            |  
|---------------------------------------------- |  | ----- |  | ------------------ | - |  | ---------- | - |  | ---------- | -
|                                               |  |       |  | As of December 31, |  
|                                               |  | Notes |  | 2002               |   |  | 2003       |   |  | 2003       |  
|                                               |  |       |  |                   |   |  |           |   |  | $          |  
|                                               |  |       |  | (Restated)         |   |  | (Restated) |   |  | (Restated) |  
|Assets                                         |  |       |  |                    |   |  |            |   |  |            |  
|Fixed Assets and Other Long-term Investments   |  |       |  |                    |   |  |            |   |  |            |  
|Goodwill                                       |  | 11    |  | 1,055.5            |   |  | 902.6      |   |  | 1,137.1    |  
|Intangible fixed assets                        |  | 11    |  | 73.3               |   |  | 80.4       |   |  | 101.3      |  
|Property, plant and equipment                  |  | 11    |  | 10,812.1           |   |  | 9,964.5    |   |  | 12,552.9   |  
|Biological assets                              |  | 12    |  |                   |   |  | 1,587.8    |   |  | 2,000.3    |  
|Investments in associated companies            |  | 13    |  | 211.7              |   |  | 319.0      |   |  | 401.9      |  
|Listed securities                              |  | 14    |  | 169.2              |   |  | 227.7      |   |  | 286.8      |  
|Unlisted shares                                |  | 14    |  | 148.5              |   |  | 140.8      |   |  | 177.4      |  
|Non-current loan receivables                   |  | 17    |  | 480.6              |   |  | 44.3       |   |  | 55.8       |  
|Deferred tax assets                            |  | 8     |  | 52.7               |   |  | 12.1       |   |  | 15.2       |  
|Other non-current assets                       |  | 15    |  | 241.1              |   |  | 170.3      |   |  | 214.5      |  
|                                               |  |       |  |                    |   |  |            |   |  |            |  
|                                               |  |       |  | 13,244.7           |   |  | 13,449.5   |   |  | 16,943.2   |  
|                                               |  |       |  |                    |   |  |            |   |  |            |  
|Current Assets                                 |  |       |  |                    |   |  |            |   |  |            |  
|Inventories                                    |  | 16    |  | 1,565.0            |   |  | 1,623.5    |   |  | 2,045.2    |  
|Tax receivables                                |  |       |  | 243.1              |   |  | 182.5      |   |  | 229.9      |  
|Short-term receivables                         |  | 17    |  | 1,902.4            |   |  | 1,703.3    |   |  | 2,145.8    |  
|Current portion of loan receivables            |  | 17    |  | 1,090.5            |   |  | 781.8      |   |  | 984.9      |  
|Cash and cash equivalents                      |  |       |  | 168.5              |   |  | 201.5      |   |  | 253.8      |  
|                                               |  |       |  |                    |   |  |            |   |  |            |  
|                                               |  |       |  | 4,969.5            |   |  | 4,492.6    |   |  | 5,659.6    |  
|                                               |  |       |  |                    |   |  |            |   |  |            |  
|Total Assets                                   |  |       |  | 18,214.2           |   |  | 17,942.1   |   |  | 22,602.8   |  
|                                               |  |       |  |                    |   |  |            |   |  |            |  
|Shareholders Equity and Liabilities           |  |       |  |                    |   |  |            |   |  |            |  
|Shareholders Equity                           |  | 18    |  |                    |   |  |            |   |  |            |  
|Share capital                                  |  |       |  | 1,529.6            |   |  | 1,469.3    |   |  | 1,851.0    |  
|Share premium fund                             |  |       |  | 1,554.0            |   |  | 1,237.4    |   |  | 1,558.8    |  
|Treasury shares                                |  |       |  | (314.9             | ) |  | (258.0     | ) |  | (325.0     | )
|Other comprehensive income                     |  |       |  | 233.4              |   |  | 114.6      |   |  | 144.4      |  
|Cumulative translation adjustment              |  |       |  | (144.4             | ) |  | (197.1     | ) |  | (248.3     | )
|Retained earnings                              |  |       |  | 5,417.8            |   |  | 5,448.8    |   |  | 6,864.2    |  
|Net profit (loss) for the period               |  |       |  | (240.7             | ) |  | 137.9      |   |  | 173.7      |  
|                                               |  |       |  |                    |   |  |            |   |  |            |  
|                                               |  |       |  | 8,034.8            |   |  | 7,952.9    |   |  | 10,018.8   |  
|                                               |  |       |  |                    |   |  |            |   |  |            |  
|Minority Interests                             |  |       |  | 30.4               |   |  | 60.3       |   |  | 76.0       |  
|                                               |  |       |  |                    |   |  |            |   |  |            |  
|Long-term Liabilities                          |  |       |  |                    |   |  |            |   |  |            |  
|Pension and post-employment benefit provisions |  | 19    |  | 919.0              |   |  | 911.9      |   |  | 1,148.8    |  
|Other provisions                               |  | 21    |  | 194.5              |   |  | 97.1       |   |  | 122.3      |  
|Deferred tax liabilities                       |  | 8     |  | 1,737.4            |   |  | 1,777.3    |   |  | 2,239.0    |  
|Long-term debt                                 |  | 20    |  | 4,525.2            |   |  | 3,404.6    |   |  | 4,289.0    |  
|Other long-term liabilities                    |  |       |  | 36.9               |   |  | 77.7       |   |  | 97.9       |  
|                                               |  |       |  |                    |   |  |            |   |  |            |  
|                                               |  |       |  | 7,413.0            |   |  | 6,268.6    |   |  | 7,897.0    |  
|                                               |  |       |  |                    |   |  |            |   |  |            |  
|Current Liabilities                            |  |       |  |                    |   |  |            |   |  |            |  
|Current portion of long-term debt              |  | 20    |  | 306.5              |   |  | 359.5      |   |  | 452.9      |  
|Short-term borrowings                          |  | 20    |  | 343.9              |   |  | 1,410.1    |   |  | 1,776.4    |  
|Other current liabilities                      |  | 21    |  | 1,547.9            |   |  | 1,538.3    |   |  | 1,937.9    |  
|Tax liabilities                                |  |       |  | 537.7              |   |  | 352.4      |   |  | 443.8      |  
|                                               |  |       |  |                    |   |  |            |   |  |            |  
|                                               |  |       |  | 2,736.0            |   |  | 3,660.3    |   |  | 4,611.0    |  
|Commitments and contingencies                  |  | 23    |  |                   |   |  |           |   |  |           |  
|Total Shareholders Equity and Liabilities     |  |       |  | 18,214.2           |   |  | 17,942.1   |   |  | 22,602.8   |  
|                                               |  |       |  |                    |   |  |            |   |  |            |  



The accompanying notes
are an integral part of these consolidated financial statements.



F-4



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS EQUITY

(in millions except per share amounts)



|                                         |  |              |   |  |              |   |  |                |   |  |        |   |  |        |   |  |                  |   |  |         |  
|---------------------------------------- |  | ------------ | - |  | ------------ | - |  | -------------- | - |  | ------ | - |  | ------ | - |  | ---------------- | - |  | ------- | -
|                                         |  | ShareCapital |   |  | SharePremium |   |  | TreasuryShares |   |  | OCI    |   |  | CTA    |   |  | RetainedEarnings |   |  | Total   |  
|                                         |  |             |   |  |             |   |  |               |   |  |       |   |  |       |   |  |                 |   |  |        |  
|                                         |  |              |   |  |              |   |  |                |   |  |        |   |  |        |   |  | (Restated)       |   |  |         |  
|Balance as of January 1, 2001            |  | 1,576.3      |   |  | 1,823.2      |   |  | (173.7         | ) |  |       |   |  | (69.6  | ) |  | 5,319.4          |   |  | 8,475.6 |  
|Effect of adopting IAS 39                |  |             |   |  |             |   |  |               |   |  | 75.7   |   |  |       |   |  | (8.5             | ) |  | 67.2    |  
|Repurchase of Stora Enso Oyj shares      |  |             |   |  |             |   |  | (199.8         | ) |  |       |   |  |       |   |  |                 |   |  | (199.8  | )
|Cancellation of Stora Enso Oyj shares    |  | (39.4        | ) |  | (208.6       | ) |  | 248.0          |   |  |       |   |  |       |   |  |                 |   |  |        |  
|Dividends paid (0.45 per share)         |  |             |   |  |             |   |  |               |   |  |       |   |  |       |   |  | (407.4           | ) |  | (407.4  | )
|Options exercised                        |  | 4.6          |   |  | 24.9         |   |  |               |   |  |       |   |  |       |   |  |                 |   |  | 29.5    |  
|Net profit for the period                |  |             |   |  |             |   |  |               |   |  |       |   |  |       |   |  | 917.9            |   |  | 917.9   |  
|OCI entries                              |  |             |   |  |             |   |  |               |   |  | (17.1  | ) |  |       |   |  |                 |   |  | (17.1   | )
|Translation adjustment                   |  |             |   |  |             |   |  |               |   |  |       |   |  | 19.5   |   |  |                 |   |  | 19.5    |  
|                                         |  |              |   |  |              |   |  |                |   |  |        |   |  |        |   |  |                  |   |  |         |  
|Balance as of December 31, 2001          |  | 1,541.5      |   |  | 1,639.5      |   |  | (125.5         | ) |  | 58.6   |   |  | (50.1  | ) |  | 5,821.4          |   |  | 8,885.4 |  
|Repurchase of Stora Enso Oyj shares      |  |             |   |  |             |   |  | (286.8         | ) |  |       |   |  |       |   |  |                 |   |  | (286.8  | )
|Cancellation of Stora Enso Oyj shares    |  | (13.8        | ) |  | (83.6        | ) |  | 97.4           |   |  |       |   |  |       |   |  |                 |   |  |        |  
|Dividends paid (0.45 per share)         |  |             |   |  |             |   |  |               |   |  |       |   |  |       |   |  | (403.6           | ) |  | (403.6  | )
|Options exercised                        |  | 1.9          |   |  | (1.9         | ) |  |               |   |  |       |   |  |       |   |  |                 |   |  |        |  
|Net loss for the period                  |  |             |   |  |             |   |  |               |   |  |       |   |  |       |   |  | (240.7           | ) |  | (240.7  | )
|OCI entries                              |  |             |   |  |             |   |  |               |   |  | 174.8  |   |  |       |   |  |                 |   |  | 174.8   |  
|Translation adjustment                   |  |             |   |  |             |   |  |               |   |  |       |   |  | (94.3  | ) |  |                 |   |  | (94.3   | )
|                                         |  |              |   |  |              |   |  |                |   |  |        |   |  |        |   |  |                  |   |  |         |  
|Balance as of December 31, 2002          |  | 1,529.6      |   |  | 1,554.0      |   |  | (314.9         | ) |  | 233.4  |   |  | (144.4 | ) |  | 5,177.1          |   |  | 8,034.8 |  
|Effect of adopting IAS 41 Agriculture    |  |              |   |  |              |   |  |                |   |  |        |   |  |        |   |  |                  |   |  |         |  
|Subsidiaries                             |  |             |   |  |             |   |  |               |   |  |       |   |  |       |   |  | 615.4            |   |  | 615.4   |  
|Associated companies                     |  |             |   |  |             |   |  |               |   |  |       |   |  |       |   |  | 44.0             |   |  | 44.0    |  
|                                         |  |              |   |  |              |   |  |                |   |  |        |   |  |        |   |  |                  |   |  |         |  
|Balance as of January 1, 2003 (restated) |  | 1,529.6      |   |  | 1,554.0      |   |  | (314.9         | ) |  | 233.4  |   |  | (144.4 | ) |  | 5,836.5          |   |  | 8,694.2 |  
|Repurchase of Stora Enso Oyj shares      |  |             |   |  |             |   |  | (319.1         | ) |  |       |   |  |       |   |  |                 |   |  | (319.1  | )
|Cancellation of Stora Enso Oyj shares    |  | (60.5        | ) |  | (315.5       | ) |  | 376.0          |   |  |       |   |  |       |   |  |                 |   |  |        |  
|Dividends paid (0.45 per share)         |  |             |   |  |             |   |  |               |   |  |       |   |  |       |   |  | (387.7           | ) |  | (387.7  | )
|Options exercised                        |  | 0.2          |   |  | (1.1         | ) |  |               |   |  |       |   |  |       |   |  |                 |   |  | (0.9    | )
|Net profit for the period                |  |             |   |  |             |   |  |               |   |  |       |   |  |       |   |  | 137.9            |   |  | 137.9   |  
|OCI entries                              |  |             |   |  |             |   |  |               |   |  | (118.8 | ) |  |       |   |  |                 |   |  | (118.8  | )
|Translation adjustment                   |  |             |   |  |             |   |  |               |   |  |       |   |  | (52.7  | ) |  |                 |   |  | (52.7   | )
|                                         |  |              |   |  |              |   |  |                |   |  |        |   |  |        |   |  |                  |   |  |         |  
|Balance as of December 31, 2003          |  | 1,469.3      |   |  | 1,237.4      |   |  | (258.0         | ) |  | 114.6  |   |  | (197.1 | ) |  | 5,586.7          |   |  | 7,952.9 |  
|                                         |  |              |   |  |              |   |  |                |   |  |        |   |  |        |   |  |                  |   |  |         |  

OCI = Other Comprehensive Income  see note 22

CTA = Cumulative Translation Adjustment





The accompanying notes are an integral part of these consolidated financial statements.



F-5



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



CONSOLIDATED CASH FLOW STATEMENTS

(in millions)



|                                                                  |  |                                 |   |  |            |   |  |            |   |  |            |  
|----------------------------------------------------------------- |  | ------------------------------- | - |  | ---------- | - |  | ---------- | - |  | ---------- | -
|                                                                  |  | For the year ended December 31, |  
|                                                                  |  | 2001                            |   |  | 2002       |   |  | 2003       |   |  | 2003       |  
|                                                                  |  |                                |   |  |           |   |  |           |   |  | $          |  
|                                                                  |  | (Restated)                      |   |  | (Restated) |   |  | (Restated) |   |  | (Restated) |  
|Cash flow from operating activities                               |  |                                 |   |  |            |   |  |            |   |  |            |  
|Net profit (loss) for the period                                  |  | 917.9                           |   |  | (240.7     | ) |  | 137.9      |   |  | 173.7      |  
|Reversal of non-cash items:                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Minority interests                                                |  | (2.9                            | ) |  | (0.1       | ) |  | 5.8        |   |  | 7.3        |  
|Taxes                                                             |  | 296.1                           |   |  | (128.5     | ) |  | 67.0       |   |  | 84.4       |  
|Depreciation, amortization and impairment charges                 |  | 1,267.6                         |   |  | 2,441.9    |   |  | 1,200.4    |   |  | 1,512.2    |  
|Changes in value of biological assets                             |  |                                |   |  |           |   |  | (11.6      | ) |  | (14.6      | )
|Share of results of associated companies                          |  | (79.6                           | ) |  | (14.6      | ) |  | 23.0       |   |  | 29.0       |  
|Profits and losses on sale of fixed assets and investments        |  | (48.4                           | ) |  | (159.1     | ) |  | (10.5      | ) |  | (13.2      | )
|Net financial income                                              |  | 343.5                           |   |  | 206.2      |   |  | 237.7      |   |  | 299.4      |  
|Interest received                                                 |  | 56.1                            |   |  | 46.5       |   |  | 24.6       |   |  | 31.0       |  
|Interest paid, net of amounts capitalized                         |  | (352.5                          | ) |  | (321.4     | ) |  | (228.1     | ) |  | (287.4     | )
|Dividends received                                                |  | 17.0                            |   |  | 9.2        |   |  | 5.8        |   |  | 7.3        |  
|Other financial items, net                                        |  | (27.4                           | ) |  | 170.0      |   |  | (0.4       | ) |  | (0.5       | )
|Income taxes paid                                                 |  | (699.6                          | ) |  | (62.1      | ) |  | (233.8     | ) |  | (294.4     | )
|Change in net working capital, net of businesses acquired or sold |  | (159.3                          | ) |  | (521.1     | ) |  | 471.0      |   |  | 593.3      |  
|                                                                  |  |                                 |   |  |            |   |  |            |   |  |            |  
|Net cash provided by operating activities                         |  | 1,528.5                         |   |  | 1,426.2    |   |  | 1,688.8    |   |  | 2,127.5    |  
|                                                                  |  |                                 |   |  |            |   |  |            |   |  |            |  
|Cash flow from investing activities                               |  |                                 |   |  |            |   |  |            |   |  |            |  
|Acquisition of subsidiary shares, net of cash                     |  | (233.6                          | ) |  | (56.3      | ) |  | (125.2     | ) |  | (157.7     | )
|Acquisition of shares in associated companies                     |  | (135.6                          | ) |  | (1.5       | ) |  | (103.5     | ) |  | (130.3     | )
|Acquisition of available-for-sale investments                     |  | (7.0                            | ) |  | (12.8      | ) |  | (12.6      | ) |  | (15.9      | )
|Capital expenditure                                               |  | (857.1                          | ) |  | (877.6     | ) |  | (1,226.7   | ) |  | (1,545.4   | )
|Investment in biological assets                                   |  |                                |   |  |           |   |  | (6.2       | ) |  | (7.8       | )
|Proceeds from disposal of subsidiary shares, net of cash          |  |                                |   |  | 360.6      |   |  |           |   |  |           |  
|Proceeds from disposal of shares in associated companies          |  | 62.4                            |   |  | 185.5      |   |  | 0.4        |   |  | 0.5        |  
|Proceeds from disposal of available-for-sale investments          |  |                                |   |  | 16.8       |   |  | 18.5       |   |  | 23.3       |  
|Proceeds from sale of fixed assets                                |  | 92.6                            |   |  | 202.4      |   |  | 47.5       |   |  | 59.8       |  
|Proceeds from (payment of) long-term receivables, net             |  | 196.0                           |   |  | (74.4      | ) |  | 336.2      |   |  | 423.5      |  
|                                                                  |  |                                 |   |  |            |   |  |            |   |  |            |  
|Net cash used in investing activities                             |  | (882.3                          | ) |  | (257.3     | ) |  | (1,071.6   | ) |  | (1,350.0   | )
|                                                                  |  |                                 |   |  |            |   |  |            |   |  |            |  
|Cash flow from financing activities                               |  |                                 |   |  |            |   |  |            |   |  |            |  
|Payment of long-term liabilities, net                             |  | (351.3                          | ) |  | (487.6     | ) |  | (962.5     | ) |  | (1,212.5   | )
|Proceeds from (Payment of) short-term borrowings, net             |  | (216.1                          | ) |  | (56.3      | ) |  | 1,097.0    |   |  | 1,382.0    |  
|Dividends paid                                                    |  | (407.4                          | ) |  | (403.6     | ) |  | (387.7     | ) |  | (488.4     | )
|Proceeds from issue of share capital                              |  | 29.5                            |   |  |           |   |  | 2.3        |   |  | 2.9        |  
|Repurchase of own shares                                          |  | (199.8                          | ) |  | (286.9     | ) |  | (319.1     | ) |  | (402.0     | )
|                                                                  |  |                                 |   |  |            |   |  |            |   |  |            |  
|Net cash used in financing activities                             |  | (1,145.1                        | ) |  | (1,234.4   | ) |  | (570.0     | ) |  | (718.0     | )
|                                                                  |  |                                 |   |  |            |   |  |            |   |  |            |  
|Net increase (decrease) in cash and cash equivalents              |  | (498.9                          | ) |  | (65.5      | ) |  | 47.2       |   |  | 59.5       |  
|Cash and bank in acquired companies                               |  |                                |   |  |           |   |  | 3.0        |   |  | 3.8        |  
|Translation adjustment                                            |  | 1.5                             |   |  | (13.0      | ) |  | (17.2      | ) |  | (21.7      | )
|Cash and cash equivalents at beginning of year                    |  | 744.4                           |   |  | 247.0      |   |  | 168.5      |   |  | 212.2      |  
|                                                                  |  |                                 |   |  |            |   |  |            |   |  |            |  
|Cash and cash equivalents at year-end                             |  | 247.0                           |   |  | 168.5      |   |  | 201.5      |   |  | 253.8      |  
|                                                                  |  |                                 |   |  |            |   |  |            |   |  |            |  



The accompanying notes
are an integral part of these consolidated financial statements.



F-6



---

##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



CONSOLIDATED CASH FLOW STATEMENTS

(in millions)



Supplemental cash flow
information



|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|------------------------------------------------------ |  | ------------------------------- | - |  | ---------- | - |  | ---------- | - |  | ---------- | -
|                                                       |  | For the year ended December 31, |  
|                                                       |  | 2001                            |   |  | 2002       |   |  | 2003       |   |  | 2003       |  
|                                                       |  |                                |   |  |           |   |  |           |   |  | $          |  
|                                                       |  | (Restated)                      |   |  | (Restated) |   |  | (Restated) |   |  | (Restated) |  
|Change in net working capital consists of:             |  |                                 |   |  |            |   |  |            |   |  |            |  
|Change in inventories                                  |  | (52.6                           | ) |  | (17.0      | ) |  | (63.5      | ) |  | (80.0      | )
|Change in interest-free receivables                    |  | 315.5                           |   |  | 31.1       |   |  | 214.9      |   |  | 270.7      |  
|Change in interest-free liabilities                    |  | (199.6                          | ) |  | (40.1      | ) |  | 6.5        |   |  | 8.2        |  
|Proceeds from (payments of) short-term receivables     |  | (222.6                          | ) |  | (495.1     | ) |  | 313.1      |   |  | 394.4      |  
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|                                                       |  | (159.3                          | ) |  | (521.1     | ) |  | 471.0      |   |  | 593.3      |  
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Non-cash investing and financing activities:           |  |                                 |   |  |            |   |  |            |   |  |            |  
|Total capital expenditure                              |  | 857.1                           |   |  | 877.6      |   |  | 1,248.2    |   |  | 1,572.5    |  
|Amounts paid                                           |  | 857.1                           |   |  | 877.6      |   |  | 1,226.7    |   |  | 1,545.4    |  
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Finance lease obligations incurred                     |  |                                |   |  |           |   |  | 21.5       |   |  | 27.1       |  
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Acquisition of group companies                         |  |                                 |   |  |            |   |  |            |   |  |            |  
|Cash flow on acquisitions                              |  |                                 |   |  |            |   |  |            |   |  |            |  
|Purchase consideration on acquisitions                 |  | 233.6                           |   |  | 56.3       |   |  | 128.2      |   |  | 161.5      |  
|Cash and cash equivalents in acquired companies        |  |                                |   |  |           |   |  | 3.0        |   |  | 3.8        |  
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|                                                       |  | 233.6                           |   |  | 56.3       |   |  | 125.2      |   |  | 157.7      |  
|Non-cash transaction                                   |  |                                 |   |  |            |   |  |            |   |  |            |  
|Unlisted share exchange                                |  |                                |   |  | 27.6       |   |  |           |   |  |           |  
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Total purchase consideration                           |  | 233.6                           |   |  | 83.9       |   |  | 125.5      |   |  | 157.7      |  
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Acquired net assets                                    |  |                                 |   |  |            |   |  |            |   |  |            |  
|Working capital                                        |  |                                |   |  | (8.9       | ) |  | 31.2       |   |  | 39.3       |  
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Fixed assets                                           |  | 141.5                           |   |  | 150.4      |   |  | 206.4      |   |  | 260.0      |  
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Interest-bearing assets less cash and cash equivalents |  |                                |   |  | 5.6        |   |  | 5.7        |   |  | 7.2        |  
|Tax liabilities                                        |  |                                |   |  | (0.8       | ) |  | (0.2       | ) |  | (0.3       | )
|Interest-bearing liabilities                           |  |                                |   |  | (79.8      | ) |  | (94.1      | ) |  | (118.5     | )
|Minority interests                                     |  | 92.1                            |   |  | 17.4       |   |  | (23.8      | ) |  | (30.0      | )
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|                                                       |  | 233.6                           |   |  | 83.9       |   |  | 125.2      |   |  | 157.7      |  
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Disposal of group companies                            |  |                                 |   |  |            |   |  |            |   |  |            |  
|Cash flow on disposals                                 |  |                                 |   |  |            |   |  |            |   |  |            |  
|Cash flow on disposal                                  |  |                                |   |  | 360.6      |   |  |           |   |  |           |  
|Non-cash transaction                                   |  |                                 |   |  |            |   |  |            |   |  |           |  
|Associate company shares received                      |  | 129.2                           |   |  | 36.8       |   |  |           |   |  |           |  
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|                                                       |  | 129.2                           |   |  | 397.4      |   |  |           |   |  |           |  
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|Net assets sold                                        |  |                                 |   |  |            |   |  |            |   |  |            |  
|Working capital                                        |  | 7.9                             |   |  | 42.3       |   |  |           |   |  |           |  
|Fixed assets                                           |  | 244.3                           |   |  | 441.0      |   |  |           |   |  |           |  
|Interest-bearing assets less cash and cash equivalents |  | 129.2                           |   |  | 5.3        |   |  |           |   |  |           |  
|Tax liabilities                                        |  | (31.0                           | ) |  | (0.2       | ) |  |           |   |  |           |  
|Interest-bearing liabilities                           |  | (221.2                          | ) |  | (116.9     | ) |  |           |   |  |           |  
|Gain on sale                                           |  |                                |   |  | 25.9       |   |  |           |   |  |           |  
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  
|                                                       |  | 129.2                           |   |  | 397.4      |   |  |           |   |  |           |  
|                                                       |  |                                 |   |  |            |   |  |            |   |  |            |  

The accompanying notes are an integral part of these consolidated financial statements.



F-7



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS



Note
1Accounting Principles



Principal Activities



Stora Enso Oyj (the Company) is a Finnish
limited liability company organized under the laws of the Republic of Finland, domiciled in Helsinki. The operations of Stora Enso Oyj and its subsidiaries (together Stora Enso or the Group) are organized into core product
areas and supporting areas. The core product areas are paper, incorporating publication paper, fine paper and merchants; packaging boards; and forest products, incorporating wood products and wood supply Europe. Supporting areas in segment other
comprise energy and head office, together with other corporate functions. The Groups main market is Europe, though it has an expanding presence in the Americas.



Basis of Preparation



The consolidated financial statements of Stora Enso have been prepared in accordance with International Financial Reporting Standards (IFRS),
including International Accounting Standards (IAS) and Interpretations issued by the International Accounting Standards Board (IASB). They include the financial statements of Stora Enso Oyj and its subsidiaries and have been
prepared under the historical cost convention except as disclosed in the accounting policies below; for example, biological assets, available-for-sale investments, and derivative financial instruments are recorded at fair value. The carrying amounts
of recognized assets and liabilities that are hedged are adjusted to record changes in the fair value attributable to the risks being hedged. In addition, the Group consistently applies trade date accounting.



Restatement



Amounts previously reported as net profit and shareholders equity
under IFRS differ from those amounts shown in these consolidated financial statements. Net profit (loss) for the period previously reported for the years ended December 31, 2003, 2002 and 2001 was 146.6 million, (222.2) million and
926.3 million, respectively. Net profit (loss) for the period reported in these consolidated financial statements for the years ended December 31, 2003, 2002 and 2001 is 137.9 million, (240.7) million and 917.9 million,
respectively. Basic and diluted earnings (loss) per share previously reported for the years ended December 31, 2003, 2002 and 2001 was 0.17, (0.25), and 1.03, respectively. Basic and diluted earnings (loss) per share reported in
these consolidated financial statements for the years ended December 31, 2003, 2002 and 2001 is 0.16, (0.27) and 1.02, reflecting a per share decrease of 0.01, 0.02 and 0.01, respectively.



The decrease in net profit for the year ended December 31, 2003 of 8.7
million, the increase in net loss for the year ended December 31, 2002 of 18.5 million, and the decrease in net profit for the year ended December 31, 2001 of 8.4 million, relate to pension expense recorded in connection with the change
of the accounting for disability benefits under the Finnish statutory employment pension scheme (TEL) as a defined benefit plan, which had previously been accounted for under IFRS as a defined contribution plan.



Shareholders equity previously reported as of December 31, 2003 and
2002 was 8,083.7 million and 8,156.9 million, respectively. Shareholders equity reported in these consolidated financial statements as of December 31, 2003 and 2002 is 7,952.9 million and 8,034.8 million, respectively.
The decrease in shareholders equity of 130.8 million and 122.1 million as of December 31, 2003 and 2002, respectively, relates to an increase in the pension liability and expense recorded as a result of the change in the accounting
for disability benefits under TEL, as described above.



Use
of Estimates



The preparation of consolidated financial
statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and



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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



liabilities, the disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results may differ from these estimates.



Consolidation Principles



Stora Enso was formed as a combination of Enso Oyj and Stora Kopparbergs Bergslags Aktiebolag (publ) (Stora) in December 1998 and, as a result of the merger, Stora is a subsidiary of Stora Enso Oyj (formerly Enso Oyj). The Stora
Enso merger was accounted for as a uniting of interests under IAS.



The consolidated financial statements include the parent company, Stora Enso Oyj, and all companies in which it holds, directly or indirectly, over 50 percent of the voting rights. The financial statements of some companies, which Stora
Enso controls through management agreements with majority shareholders, but in which Stora Enso holds less than 50 percent of the voting rights, are also consolidated. The principal subsidiaries are listed in note 24.



Associated companies, where Stora Enso holds voting rights of between 20
percent and 50 percent, are accounted for using the equity method, which involves recognizing in the income statement the Groups share of the associates profit or loss for the year less any goodwill amortization. These associated
companies represent companies in which the Group has significant influence, but which it does not control. The most significant such companies are listed in note 13. The Groups interest in an associated company is carried in the balance sheet
at an amount that reflects its share of the net assets of the associate together with goodwill on acquisition, as amortized, less any impairment. When the Group share of losses exceeds the carrying amount of an investment, the carrying amount is
reduced to nil and any recognition of further losses ceases unless the Group is obliged to satisfy obligations of the investee which it has guaranteed or is otherwise committed to.



Acquired companies are accounted for under the purchase method whereby they are included in the consolidated financial
statements from their acquisition date. Divestments are included in the consolidated financial statements up to the date of their sale.



All intercompany transactions, receivables, liabilities and unrealized profits, as well as intragroup profit distributions, are eliminated. Accounting
policies for subsidiaries and associated companies have been adjusted where necessary to ensure consistency with the policies adopted by Stora Enso. Minority interests have been disclosed separately from the consolidated shareholders equity
and are recorded as a separate deduction in the consolidated income statement.



Foreign Currency Transactions



Transactions in foreign currencies are recorded at the rate of exchange prevailing at the transaction date. An approximate exchange rate is used for transactions entered into during a month, but at the end of the month, foreign
currency-denominated receivables and liabilities are translated using the exchange rate at the end of the month. Foreign exchange differences for operating business items are entered in the appropriate income statement account before operating
profit, and, for financial assets and liabilities, are entered as a net amount in the financial items of the income statement.



Foreign Currency TranslationsSubsidiaries



The income statements of subsidiaries, whose measurement and reporting currencies are not euros, are translated into the Group reporting currency using
the average exchange rates for the year and balance sheets are translated using the exchange rates prevailing on December 31. Exchange differences arising from the



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STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



retranslation of the net investments in foreign subsidiaries and associated companies, and of financial instruments, which are designated as and are
effective hedges, are recorded directly in shareholders equity in the cumulative translation adjustment (CTA). The cumulative translation differences of divestments are combined with their gain or loss on disposal.



Derivative Financial Instruments



Financial derivatives are initially recognized in the balance sheet at cost
and subsequently measured at their fair value on each balance sheet date, though the method of recognizing the resulting gains or losses is dependent on the nature of the item being hedged. When derivative contracts are entered into, the Group
designates them as either hedges of the fair value of recognized assets or liabilities (fair value hedge), hedges of forecast transactions or firm commitments (cash flow hedge), hedges of net investments in foreign entities or as derivative
financial instruments not meeting the hedge accounting criteria.



Changes in the fair value of derivatives designated and qualifying as fair value hedges, and which are highly effective, are recorded in the income statement, along with any changes in the fair value of the hedged assets or liabilities
attributable to the hedged risk.



Changes in the fair value of
derivatives designated and qualifying as cash flow hedges, and which are highly effective, are recognized in equity to the hedging reserve within other comprehensive income (OCI). The cumulative gain or loss of a derivative deferred in
equity is transferred to the income statement and classified as revenue or expense in the same period in which the hedged item affects the income statement.



When a hedging instrument no longer meets the criteria for hedge accounting under IAS 39, any cumulative gain or loss deferred in equity at that time
remains in equity and is accounted for as an adjustment to revenue or expense when the committed or forecasted transaction is ultimately recognized in the income statement. However, if a committed or forecasted transaction is no longer expected to
occur, the cumulative gain or loss reported in equity is immediately transferred to the income statement and recorded under financial items.



Certain derivative transactions, while providing effective economic hedges under Group risk management policies, do not qualify for hedge accounting under
the specific rules in IAS 39 and therefore changes in the fair value of such non-qualifying hedge instruments are immediately recognized in the income statement under financial items. All derivatives not qualifying for hedge accounting are
considered to be speculative and are fair valued at each balance sheet date with the result immediately recognized in the income statement under financial items.



Hedges of net investments in foreign entities are accounted for similarly to cash flow hedges. Where the hedging instrument
is a derivative, any gain or loss thereon relating to the effective portion of the hedge is recognized in equity against the cumulative translation adjustment. The gain or loss relating to the ineffective portion is immediately recognized in the
income statement. However, the exchange gains and losses arising on the translation of a borrowing that hedges such an investment, including any ineffective portion of the hedge, are recognized in the cumulative translation adjustment.



At the inception of a transaction the Group documents the relationship
between hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking various hedge transactions. This process includes linking all financial instruments designated as hedges to specific assets and
liabilities or to specific firm commitments or forecast transactions. The Group also documents its assessment, both at the hedge inception and on an ongoing basis, whether the derivatives used in hedging transactions are highly effective in
offsetting changes in fair value or cash flows of hedged items.



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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



The fair values of publicly traded derivatives, along with trading and available-for-sale securities,
are based on quoted market prices at the balance sheet date; the fair values of interest rate swaps are calculated as the present value of the estimated future cash flows while the fair values of forward foreign exchange contracts are determined
using forward exchange market rates at the balance sheet date. In assessing the fair values of non-traded derivatives and other financial instruments, the Group uses a variety of methods and makes assumptions based on market conditions at each
balance sheet date. Quoted market prices or dealer quotes for identical or similar instruments are used for long-term debt. Other techniques, such as option pricing models and estimated discounted value of future cash flows, are used to determine
fair values for the remaining financial instruments. The face values, less any estimated credit adjustments, for financial assets and liabilities with a maturity of less than one year are assumed to approximate their fair values. The fair values of
financial liabilities for disclosure purposes are estimated by discounting the future contractual cash flows at the current market interest rates available to the Group for similar financial instruments.



Revenue Recognition



Sales comprise products, raw materials, energy and services, less indirect
sales tax, discounts and exchange differences on sales in foreign currency. Sales are recognized after Stora Enso has transferred the decisive risks and rewards connected with ownership of the goods sold to the buyer and the Group retains neither a
continuing right to dispose of the goods, nor effective control of those goods. In the great majority of cases, this means that sales are recorded upon shipment of goods to customers in accordance with agreed terms of sale. Revenues from services
are recorded when the service has been performed.



Shipping
and handling costs



The Company includes shipping fees
billed to customers in revenues and shipping costs incurred in cost of sales.



Research and Development



Research and development costs are expensed as incurred and included in other operating expenses in the consolidated income statement.



Advertising costs



Advertising costs are expensed as incurred.



Computer Software Development Costs



Development costs or acquisition costs of new software clearly associated with an identifiable and unique product, which will be controlled by the Group
and has probable benefit exceeding its cost beyond one year, are recognized as an intangible asset and depreciated over the softwares expected useful life. Associated costs include staff costs of the development team and an appropriate portion
of overhead, but exclude the cost of maintaining the software, which is expensed as incurred. Website costs are expensed as incurred.



Environmental Remediation Costs



Environmental expenditures resulting from the remediation of an existing condition caused by past operations, and which do not contribute to current or
future revenues, are expensed as incurred. Environmental liabilities are recorded, based on current interpretations of environmental laws and regulations, when it is probable that a present obligation has arisen and the amount of such liability can
be reliably estimated. Amounts accrued do not include third-party recoveries. Decommissioning costs, being the costs of closing the site and preparing it for future use, are capitalized at the outset of a development and amortized over its expected
life so that the full cost of environmental reinstatement will have been expensed by the end of the project.



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STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Discontinuing Operations



A discontinuing operation results from a decision, pursuant to a single disposal plan, to divest an operation comprising a
separate major line of business for which the assets less liabilities and net financial results may be distinguished physically, operationally and for financial reporting purposes. The pre-tax gain or loss on disposal of discontinuing operations is
shown as a separate item in the consolidated income statement.



Income Taxes



The Groups income tax
expense includes taxes of Group companies based on taxable profit for the period, together with tax adjustments for previous periods, the change in deferred income taxes and share of tax of associated companies.



Deferred income taxes are provided using the liability method, as measured
with enacted tax rates, to reflect the net tax effects of all temporary differences between the financial reporting and tax bases of assets and liabilities. Principal temporary differences arise from depreciation on property, plant and equipment,
fair valuation of net assets in connection with acquisitions, fair valuation of available-for-sale investments and financial derivatives, elimination of intercompany inventory profits, untaxed reserves and tax losses carried forward. Deferred tax
assets on tax losses carried forward are recognized to the extent that it is probable that future taxable profits will be available against which unused tax losses can be utilized.



Temporary differences for accumulated depreciation and untaxed reserves (appropriations) are recorded in shareholders
equity and deferred tax liability in the consolidated balance sheet, but under both Finnish and Swedish Companies Acts, such items in equity are excluded from distributable funds.



Goodwill



Goodwill represents the excess of the cost of an acquisition over the fair value of the Groups share of net assets of the acquired
subsidiary/associated company as at the acquisition date. Goodwill arising on the acquisition of foreign entities is treated as an asset of the foreign entity and translated at the closing rate. Goodwill is tested periodically for impairment but is
otherwise amortized on a straight-line basis over its expected useful life, which may vary from five to 20 years depending on the nature of the acquisition. Expected useful lives are reviewed at each balance sheet date and where these differ from
previous estimates, amortization periods are adjusted accordingly.



Intangible Assets



Intangible assets include
trademarks, patents, copyrights and software licenses; they are stated at historical cost and are amortized on a straight-line basis over expected useful lives, which may vary from three to ten years.



Investment Properties



Investment properties are deemed to be those held for long-term rental
yields, but at present Stora Enso considers that it holds no such property.



Property, Plant and Equipment



Property, plant and equipment acquired by Group companies are stated at historical cost, including asset retirement obligations. Assets acquired through business combinations are recorded at their fair values at the date of acquisition.
Depreciation is computed on a straight-line basis, as adjusted for any impairment and disposal charges; the balance sheet book value represents cost less accumulated depreciation and any impairment charges. Interest costs on borrowings to finance
the construction of qualifying assets are capitalized as part of the cost during the period required to complete and prepare the property for its intended use.



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STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Land is not depreciated as it is deemed to have an indefinite life, but otherwise depreciation is
based on the following expected useful lives:



|                           |  |                  
|-------------------------- |  | -----------------
|Asset class                |  | DepreciationYears
|Buildings, industrial      |  | 10-50            
|Buildings, residential     |  | 20-50            
|Buildings, office          |  | 20-50            
|Groundwood mills           |  | 15-20            
|Hydro-electric power       |  | 40               
|Paper mills, main machines |  | 20               
|Board mills, main machines |  | 20               
|Pulp mills, main machines  |  | 20               
|Heavy machinery            |  | 10-20            
|Converting factories       |  | 10-15            
|Sawmills                   |  | 10-15            
|Computers                  |  | 3-5              
|Vehicles                   |  | 5                
|Office equipment           |  | 3-5              
|Railway, harbors           |  | 20-25            
|Forest roads               |  | 10-35            
|Roads, fields, bridges     |  | 15-20            



Ordinary maintenance
and repair charges are expensed as incurred, however, the costs of significant renewals and improvements are capitalized and depreciated over the remaining useful lives of the related assets. Retirements, sales and disposals of property, plant and
equipment are recorded by removing the cost and accumulated depreciation from the accounting records with any resulting depreciation adjustments recorded under impairment charges in the income statement. Capital gains are recorded in other operating
income.



Assets to be disposed of are reported at the lower of
the carrying amount and the fair value less selling costs as disclosed in note 4 under Assets-Held-for-Sale.



Impairment



The carrying amounts of assets are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication
exists, the recoverable amount is estimated as the higher of the net selling price and the value in use with an impairment loss being recognized whenever the carrying amount exceeds the recoverable amount.



A previously recognized impairment loss on plant and equipment is reversed if
there has been a change in the estimates used to determine the recoverable amount, however not to an extent higher than the carrying amount that would have been determined had no impairment loss been recognized in prior years. For goodwill, a
recognized impairment loss is not reversed unless the impairment loss was caused by a specific external event of an exceptional nature that is not expected to recur and subsequent external events have occurred which reverse the effect of that event.



Accounting for Leases



Leases of property, plant and equipment where the Group has substantially
all the rewards and risks of ownership are classified as finance leases. Finance leases are capitalized at the inception of the lease at the lower



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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



of the fair value of the leased property or the estimated present value of the underlying lease payments. Each lease payment is allocated between the capital
liability and finance charges, so as to achieve a constant interest rate on the finance balance outstanding. The corresponding rental obligations, net of finance charges, are included in interest-bearing liabilities with the interest element of the
finance charge recorded to the income statement over the lease period. Property, plant and equipment acquired under finance leasing contracts are depreciated over the lesser of the useful life of the asset or lease period.



Leases of assets, where the lessor retains all the risks and benefits of
ownership, are classified as operating leases and payments made there under, and under rental agreements, are expensed on a straight-line basis over the lease periods. When an operating lease is terminated before the expiry of the lease period, any
obligatory payment to the lessor by way of penalty is recognized as an expense in the period in which termination takes place. Lease termination benefits are recognized on a discounted basis.



Biological Assets



The new accounting standard, IAS 41 Agriculture, requires that biological
assets in the form of standing trees are recorded on the balance sheet at fair market value. The Groups forest holdings are accounted for at fair value in accordance with IAS 41 less estimated point-of-sale costs at harvest, with the
assumption that fair values can be measured for these assets.



The valuation of Stora Ensos forest assets is based on discounted cash flow models whereby the fair value of the biological assets is calculated using cash flows from continuous operations, that is, based on sustainable forest
management plans taking into account growth potential. The yearly harvest made from the forecasted tree growth is multiplied by actual wood prices and the cost of fertilizer and harvesting is deducted. The fair value of the biological assets is
measured as the present value of the harvest from one growth cycle based on the productive forest land, taking into consideration environmental restrictions and other reservations. Biological assets that are physically attached to land are
recognized and measured at their fair value separately from the land.



Inventories



Inventories are reported at the
lower of cost and net realizable value with cost being determined by the first-in first-out (FIFO) method or, alternatively, weighted average cost where it approximates FIFO. The cost of finished goods and work in progress comprises raw
material, direct labor, depreciation, other direct costs and related production overhead but excludes interest expenses. Net realizable value is the estimated selling price in the ordinary course of business, less costs of completion and sale.



Trade Receivables



Trade receivables are reported at their anticipated realizable values, an
estimate being made for doubtful receivables based on a review of all outstanding amounts at year-end.



Cash and Cash Equivalents



Cash and cash equivalents comprise cash in hand, deposits held at call with banks and other liquid investments with original maturity of less than three
months. Bank overdrafts are included in short-term borrowings under current liabilities.



Investments



The Group
classifies its investments into three categories of trading, held-to-maturity and available-for-sale. Investments acquired principally for the purpose of generating a profit from short-term fluctuations in price are



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STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



classified as trading investments under current assets, whereas investments with fixed maturity, which management has the intent and ability to hold to
maturity, are classified as held-to-maturity under non-current assets. The Group has not held investments in these categories during the periods presented. Investments intended to be held for an indefinite period of time, but which may be sold in
response to liquidity needs or changes in interest rates, are classified as available-for-sale under non-current assets unless management has the express intention of holding the investment for less than 12 months from the balance sheet date, in
which case they are included in current assets. Management determines the appropriate classification of its investments at the time of the purchase and re-evaluates such designation on a regular basis.



Loan Receivables



Loan receivables are recorded at their cost and they are subject to regular
and systematic review as to their collectibility and as to available guarantee. If any loan receivable is estimated to be unrecoverable, a provision is made for the shortfall between the carrying amount and the present value of the expected cash
flows. Interest income on loan receivables is included within net financial items.



Borrowings



Borrowings
are recognized initially as proceeds received, net of transaction costs incurred. In subsequent periods, they are stated at amortized cost using the effective yield method; any difference between proceeds, net of transaction costs, and redemption
value is recognized in the income statement over the period of the borrowings. Interest expenses are accrued for and recorded in the income statement for each period.



Provisions



Provisions are recognized when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of
resources will be required to settle the obligation and a reliable estimate of the amount of the obligation can be made. Environmental provisions for site reinstatement are made when a project starts production, the capitalized cost of the
provision, along with the historic cost of the asset, being amortized over the useful life of the asset.



A provision for restructuring is recognized in the period in which the Group becomes legally or constructively committed to the plan. The costs included
in a provision for restructuring are only those costs that are either incremental and incurred as a direct result of the exit plan or are the result of a continuing contractual obligation with no continuing economic benefit or a penalty incurred to
cancel the contractual obligation.



Employee Benefits



The Group operates a number of defined benefit and
contribution plans throughout the world, the assets of which are generally held in separate trustee administered funds. The pension plans are generally funded by payments from employees and by the relevant Group companies, taking into account the
recommendations of independent qualified actuaries. Group contributions to the defined contribution pension plans are charged to the income statement in the year to which they relate.



For defined benefit plans, pension accounting costs are assessed using the projected unit credit method. Under this method,
the cost of providing pensions is charged to the income statement so as to spread the regular cost over the service lives of employees in accordance with the advice of qualified actuaries who carry out a full valuation of the plan every year. The
pension obligation is measured as the present value of estimated future cash outflows using interest rates of government securities that have maturity terms approximating the terms of the related liability. All actuarial gains and losses are spread
forward over the average remaining service lives of employees.



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STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Executive Share Options



The costs of all option plans, synthetic option plans and other executive remuneration or incentive plans, are charged to
the income statement as personnel expenses in the period in which the options are exercised or the costs are incurred. The compensation expense related to the synthetic option programs 1999-2003 is hedged by total return swaps (TRS).



Restricted Equity



The components of restricted equity include the share premium account, the
translation adjustment for foreign subsidiaries, other comprehensive income and the legal reserves required by law in certain countries where subsidiaries are incorporated.



Government Grants



Government grants relating to the purchase of property, plant and equipment are deducted from the acquisition value of the asset, the net cost being
capitalized.



Earnings per Share



Basic earnings per share is calculated by dividing the net profit
attributable to shareholders by the weighted average number of ordinary shares in issue during the year, excluding ordinary shares purchased by the Group and held as treasury shares. Diluted earnings per share has been computed by applying the
treasury stock method, under which earnings per share data is computed as if the warrants and options were exercised at the beginning of the period, or if later, on issue and as if the funds obtained thereby were used to purchase common
stock at the average market price during the period. In addition to the weighted average number of shares outstanding, the denominator includes the incremental shares obtained through the assumed exercise of the warrants and options.



The assumption of exercise is not reflected in earnings per share when the
exercise price of the warrants and options exceeds the average market price of the common stock during the period. The warrants and options have a dilutive effect only when the average market price of the common stock during the period exceeds the
exercise price of the warrants and options.



Dividend



The dividend proposed by the board of directors is not
deducted from distributable shareholders equity until approved by the shareholders at the Annual General Meeting.



New Accounting Standards



IFRS 2



On February 19, 2004, IASB issued International Financial Reporting Standard 2 Share-based Payment (IFRS 2) on accounting for
share-based payment transactions, including grants of share options to employees. The IFRS 2 requires an entity to reflect in its profit or loss and financial position the effects of share-based payment transactions, including expenses associated
with transactions in which share options are granted to employees. IFRS 2 will apply to accounting periods commencing on or after January 1, 2005 with a restatement of comparatives. Early adoption of IFRS 2 is permitted. The Group is currently
evaluating the impact of this standard on its results of operations and financial condition and it is in the process of developing an implementation strategy.



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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Improvements Project



On December 18, 2003, IASB published 13 revised IASs and gave notice of the withdrawal of one IAS. These revised standards
will apply to accounting periods commencing on or after January 1, 2005, although early adoption is permitted. The revised standards are:



| |  |  | IAS 1      Presentation of Financial Statements,
| | - |  | ------------------------------------------------



| |  |  | IAS 2      Inventories,
| | - |  | -----------------------



| |  |  | IAS 8      Accounting Policies, Changes in Accounting Estimates and Errors,
| | - |  | ---------------------------------------------------------------------------



| |  |  | IAS 10    Events after the Balance Sheet Date,
| | - |  | ----------------------------------------------



| |  |  | IAS 16    Property, Plant and Equipment,
| | - |  | ----------------------------------------



| |  |  | IAS 17    Leases,
| | - |  | -----------------



| |  |  | IAS 21    The Effects of Changes in Foreign Exchange Rates,
| | - |  | -----------------------------------------------------------



| |  |  | IAS 24    Related Party Disclosures,
| | - |  | ------------------------------------



| |  |  | IAS 27    Consolidated and Separate Financial Statements,
| | - |  | ---------------------------------------------------------



| |  |  | IAS 28    Investments in Associates,
| | - |  | ------------------------------------



| |  |  | IAS 31    Interests in Joint Ventures,
| | - |  | --------------------------------------



| |  |  | IAS 33    Earnings per Share, and
| | - |  | ---------------------------------



| |  |  | IAS 40    Investment Property.
| | - |  | ------------------------------



The withdrawn standard was IAS 15 Information Reflecting the Effects of Changing Prices.



The Group is currently evaluating the impact of this standard on its results of operations and financial condition and it is
in the process of developing an implementation strategy.



IAS 32 & 39



On December 17, 2003, IASB
released its revised standard, IAS 32Financial Instruments: Disclosure and Presentation(2003). This standard replaces IAS 32 Financial Instruments: Disclosure and Presentation (revised 2000), and should be applied for annual
periods beginning on or after January 1, 2005. Earlier application is permitted.



The IASB also issued IAS 39Financial Instruments: Recognition and Measurement(2003) in December 2003. This standard supersedes IAS 39 (revised 2000) Financial Instruments: Recognition and Measurementand should be applied for annual periods beginning on or after January 1, 2005. Earlier application is permitted.



The Group is currently evaluating the impact of this standard on its results of operations and financial condition and it is in the process of developing
an implementation strategy.



IFRS 3 and IAS 36 & 38



On March 31, 2004, IASB issued International Financial
Reporting Standard 3 Business Combinations(IFRS 3) on accounting for Business Combinations and revised Standards IAS 36 Impairment of Assets (IAS 36) and IAS 38 Intangible Assets(IAS
38).The main features of the new and revised Standards are that all business combinations within the scope of IFRS 3 must be accounted for using the purchase method. The



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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



pooling of interests method is prohibited. The costs expected to be incurred to restructure an acquired entitys (or the acquirers) activities
must be treated as post-combination expenses, unless the acquired entity has a pre-existing liability for restructuring its activities. Intangible items acquired in a business combination must be recognized as assets separately from goodwill if they
meet the definition of an asset, are either separable or arise from contractual or other legal rights, and their fair value can be measure reliably. Identifiable assets acquired, and liabilities and contingent liabilities incurred or assumed, must
be initially measured at fair value. Amortization of goodwill and intangible assets with indefinite useful lives is prohibited. Instead they must be tested for impairment annually, or more frequently if events or changes in circumstances indicate a
possible impairment. These standards apply to business combinations commencing on or after March 31, 2004. For previously recognized goodwill the standard will apply from the beginning of the first annual period commencing on or after March 31,
2004. The Group is currently evaluating the impact of this standard on its results of operations and financial condition and it is in the process of developing an implementation strategy.



IFRS 4



On March 31, 2004, IASB issued International Financial Reporting Standard 4 Insurance Contracts(IFRS 4) and provides, for the
first time, guidance on accounting for insurance contracts. The Group is currently evaluating the impact of this standard but it is not expected to have a significant impact on its results of operations and financial condition.



IFRS 5



On March 31, 2004, IASB issued International Financial Reporting Standard 5 Non-current Assets Held for Sale and
Discontinued Operations(IFRS 5). IFRS 5 requires assets that are expected to be sold and meet specific criteria to be measured at the lower of carrying amount and fair value less costs to sell. Such assets should not be depreciated
and should be presented separately in the balance sheet. It also requires operations that form a major line of business or area of geographical operations to be classified as discontinued when the assets in the operations are classified as held for
sale. IFRS 5 will apply to annual accounting periods commencing on or after January 1, 2005. The Group is currently evaluating the impact of this standard on its results of operations and financial condition and it is in the process of developing an
implementation strategy.



Note 2Financial Risk Management



The conduct of Stora Ensos international industrial
operations presents a number of financial market risks that the Group is responsible for managing under policies approved by the board of directors. The overall objective of the Group Treasury is to provide cost-effective funding to Group companies
as well as to manage financial risks in order to minimize the negative effects of market fluctuations on Group net income. The main exposures for the Group are funding risk, interest rate risk, currency risk and commodity risk.



Funding Risk



Funding risk arises from the difficulty of obtaining finance for operations
at a given point in time. In order to minimize the cost of refinancing the Group loan portfolio and to ensure that funding is obtainable, the Group Treasury must have committed credit facilities to cover general corporate funding needs and all
commercial paper borrowings. The average maturity of outstanding loans and committed credit facilities should be at least four years and not more than seven.



Interest Rate Risk



The Group is exposed to changes in interest rates as a result of the cyclical nature of the industry. The Group interest rate risk management policy is to
synchronise the cost of capital with the return on capital employed by



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STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



swapping long-term fixed interest rates to short-term floating interest rates with an average duration of 12 months and a deviation mandate of between three
and 24 months.



Foreign Exchange Risk



The Group operates internationally and is thus exposed to currency risk
arising from exchange rate fluctuations. Transaction risk, being foreign currency-denominated sales and purchases together with foreign currency Balance Sheet items, as well as translation risk, being net investments in foreign subsidiaries, in
aggregate comprise the foreign currency exchange risk of Stora Enso. The Group policy for transaction risk is to hedge a maximum 75 percent of the upcoming 12 months net exposure in a specific currency. The policy relating to translation risk
exposure is to minimize this risk by funding investments in the same currency as the net assets whenever this is possible and economically viable.



Commodity Risk



Prices for Stora Ensos main products have been cyclical in nature and thus Group earnings are exposed to commodity price volatility. The Group has
implemented a commodity risk management framework in the areas of fibre and energy procurement whereby subsidiaries are responsible for measuring their open commodity price risks and hedging these through the Group Treasury.



Credit Risk



Credit insurance has been obtained for customers in the main market areas of
Western Europe, Canada and the United States. In other market areas, measures to reduce credit risks include letters of credit, prepayments and bank guarantees. The Group has also obtained export guarantees, covering both political and commercial
risks, which are used in connection with individual customers outside the OECD area. Management considers that no significant concentration of credit risk with any individual customer, counterparty or geographical region exists for Stora Enso.



Supply Risk



Group manufacturing operations depend on obtaining adequate and timely
supplies of raw materials, principally of wood, energy and chemicals. The result of operations could be adversely affected if the Group were unable to obtain adequate supplies of raw materials in a timely manner or if there were significant
increases in the costs of raw materials.



Group companies may
at times be substantially dependent on a limited number of key resource suppliers due to availability, locality, price, quality and other constraints; additionally, suppliers may sometimes extend lead times, limit supplies or increase prices due to
capacity constraints or other factors. In an attempt to mitigate supply risk, the Group works closely with its key suppliers around the world and also produces some of its key resources in-house.



Note 3Segment Information



The accounting policies of the reportable segments are the same as those set
out in note 1 to the consolidated financial statements. Segment sales include intersegment sales valued at arms length prices. The Group evaluates the performance of its operating segments and allocates resources to them based on their
operating performance, which is equivalent to the segment result.



On May 1, 2003, Stora Enso changed its organizational structure to reflect its strategic principle of being operated and managed as one industrial group, the new structure being streamlined around the core product areas



F-19



---

##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



of paper, packaging boards and forest products. For management purposes, Stora Ensos business segments are organized worldwide by product area into
operating divisions, these being the basis on which the Group reports its primary segment information.



| |  |  | The new paper product area comprises publication paper, fine paper and merchants. The former newsprint and magazine paper divisions were merged to form the new publication paper
segment, whilst speciality papers, which was part of packaging boards, formed a new business unit within the fine paper segment.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | The packaging boards product area remains largely unchanged and comprises consumer boards, corrugated packaging, industrial papers and cores plus coreboard.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Timber, the pulp competence centre and forest were brought together as the new forest products product area.
| | - |  | ------------------------------------------------------------------------------------------------------------



Market services, consisting of the sales network and transport and
distribution, along with energy and head office functions, comprise segment other.



The former pulp segment was dissolved in 2001 on the reallocation of the non-integrated pulp mills to the publication paper, fine paper and packaging boards divisions. All comparatives have been reclassified to take
into account organizational changes.



The activities of the
reportable segments are:



Paper



| |  |  | Publication paper develops and manufactures both magazine paper and newsprint. It supplies uncoated and coated magazine paper grades to printers and publishers for use in magazines,
catalogues, brochures and other printed advertising products. As for newsprint, it supplies standard and speciality grades to printers and publishers to be used in newspapers, supplements, advertising, directories and paperback books.
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Fine paper develops, manufactures and supplies graphic coated and office uncoated fine paper grades for publishers and paper merchants. Graphic coated fine paper is used for
advertising material, brochures, high quality books and magazines, whereas office uncoated fine paper products are copy and offset paper, envelopes, writing paper and continuous stationery paper.
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Merchants distribute paper to printers, merchants, offices and other agencies, acting as the link in the distribution of the Groups fine paper products to the graphic
industry.
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Packaging Boards



| |  |  | Packaging operations are split into business units for consumer board, corrugated packaging, industrial paper and cores and coreboard, all of which the Group develops, manufactures
and supplies to industrial customers, the food industry in particular.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Forest Products



| |  |  | Wood products develops, manufactures and supplies sawn goods used in the joinery, furniture and construction industry, including prefabricated houses; it also has an increasing
amount of value-added capacity for further processing of the basic sawn timber.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Wood supply Europe not only manage Stora Ensos timberlands, but it also procures and supplies timber to Group mills.
| | - |  | ---------------------------------------------------------------------------------------------------------------------



F-20



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Information on Stora Ensos reportable segments as of and for the years ended December 31, 2001,
2002 and 2003 is shown in the following tables; comparatives have been reclassified for the above organizational changes.



Sales by Segment



|                                        |  |                                 |  |          |      |  |          |      |  |          |  |          |   |  |          |   |  |          |  |          |   |  |          |  
|--------------------------------------- |  | ------------------------------- |  | -------- | ---- |  | -------- | ---- |  | -------- |  | -------- | - |  | -------- | - |  | -------- |  | -------- | - |  | -------- | -
|                                        |  | For the year ended December 31, | 
|                                        |  | 2001                            |  |          | 2002 |  |          | 2003 | 
|                                        |  | External                        |  | Internal |      |  | Total    |      |  | External |  | Internal |   |  | Total    |   |  | External |  | Internal |   |  | Total    |  
|                                        |  | ( in millions)                 | 
|Publication paper                       |  | 5,296.1                         |  | 118.3    |      |  | 5,414.4  |      |  | 4,599.2  |  | 116.4    |   |  | 4,715.6  |   |  | 4,179.3  |  | 116.4    |   |  | 4,295.7  |  
|Fine paper                              |  | 3,205.6                         |  | 464.8    |      |  | 3,670.4  |      |  | 3,140.0  |  | 287.4    |   |  | 3,427.4  |   |  | 2,923.2  |  | 274.5    |   |  | 3,197.7  |  
|Merchants                               |  | 838.5                           |  | 1.8      |      |  | 840.3    |      |  | 718.8    |  | 1.8      |   |  | 720.6    |   |  | 625.8    |  | 1.8      |   |  | 627.6    |  
|Packaging boards                        |  | 2,501.4                         |  | 169.7    |      |  | 2,671.1  |      |  | 2,571.9  |  | 148.3    |   |  | 2,720.2  |   |  | 2,562.5  |  | 199.1    |   |  | 2,761.6  |  
|Wood products                           |  | 1,090.2                         |  | 90.3     |      |  | 1,180.5  |      |  | 1,139.4  |  | 95.8     |   |  | 1,235.2  |   |  | 1,294.6  |  | 105.4    |   |  | 1,400.0  |  
|Wood supply Europe                      |  | 453.6                           |  | 1,372.0  |      |  | 1,825.6  |      |  | 444.0    |  | 1,514.7  |   |  | 1,958.7  |   |  | 492.6    |  | 1,581.7  |   |  | 2,074.3  |  
|Other and elimination of internal sales |  | 123.4                           |  | (2,216.9 | )    |  | (2,093.5 | )    |  | 169.3    |  | (2,164.4 | ) |  | (1,995.1 | ) |  | 94.3     |  | (2,278.9 | ) |  | (2,184.6 | )
|                                        |  |                                 |  |          |      |  |          |      |  |          |  |          |   |  |          |   |  |          |  |          |   |  |          |  
|Group total                             |  | 13,508.8                        |  |         |      |  | 13,508.8 |      |  | 12,782.6 |  |         |   |  | 12,782.6 |   |  | 12,172.3 |  |         |   |  | 12,172.3 |  
|                                        |  |                                 |  |          |      |  |          |      |  |          |  |          |   |  |          |   |  |          |  |          |   |  |          |  



Segment Share of
Associated Company Results and Operating Profit (Loss)



|                    |  |                                          |  |      |                         |  |       |   |  |            |   |  |            |   |  |            |  
|------------------- |  | ---------------------------------------- |  | ---- | ----------------------- |  | ----- | - |  | ---------- | - |  | ---------- | - |  | ---------- | -
|                    |  | Share of Results of Associated Companies |  |      | Operating Profit (Loss) | 
|                    |  | For the year ended December 31,          | 
|                    |  | 2001                                     |  | 2002 |                         |  | 2003  |   |  | 2001       |   |  | 2002       |   |  | 2003       |  
|                    |  | ( in millions)                          |  |      | ( in millions)         | 
|                    |  |                                          |  |      |                         |  |       |   |  | (Restated) |   |  | (Restated) |   |  | (Restated) |  
|Publication paper   |  | 16.4                                     |  |     |                         |  | (16.3 | ) |  | 782.9      |   |  | (762.7     | ) |  | 47.2       |  
|Fine paper          |  |                                         |  | (1.0 | )                       |  | (0.2  | ) |  | 328.4      |   |  | 67.9       |   |  | 100.1      |  
|Merchants           |  |                                         |  |     |                         |  |      |   |  | (10.1      | ) |  | (24.7      | ) |  | (8.9       | )
|Packaging boards(1) |  | 57.0                                     |  | 5.3  |                         |  |      |   |  | 329.1      |   |  | 332.3      |   |  | 280.5      |  
|Wood products       |  | 5.2                                      |  | 3.1  |                         |  | (0.9  | ) |  | 4.2        |   |  | 30.1       |   |  | 6.5        |  
|Wood supply Europe  |  |                                         |  | (5.5 | )                       |  | 13.7  |   |  | 87.2       |   |  | 120.5      |   |  | 116.5      |  
|Other               |  | 1.0                                      |  | 12.7 |                         |  | (19.3 | ) |  | (46.7      | ) |  | 58.9       |   |  | (70.5      | )
|                    |  |                                          |  |      |                         |  |       |   |  |            |   |  |            |   |  |            |  
|Group total         |  | 79.6                                     |  | 14.6 |                         |  | (23.0 | ) |  | 1,475.0    |   |  | (177.7     | ) |  | 471.4      |  
|                    |  |                                          |  |      |                         |  |       |   |  |            |   |  |            |   |  |            |  

---

|(1) |  | The associated company result for Packaging Boards arose from the establishment of Billerud AB in January 2001 and ended on its sale in 2002.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------



Capital Expenditure by Segment



Depreciation, Amortization & Impairment by Segment



|                   |  |                                 |  |                           |  |         |  |         |  |         |  |        
|------------------ |  | ------------------------------- |  | ------------------------- |  | ------- |  | ------- |  | ------- |  | -------
|                   |  | Capital Expenditure             |  | Depreciation / Impairment
|                   |  | For the year ended December 31,
|                   |  | 2001                            |  | 2002                      |  | 2003    |  | 2001    |  | 2002    |  | 2003   
|                   |  | ( in millions)                 |  | ( in millions)          
|Publication paper  |  | 239.7                           |  | 482.2                     |  | 591.6   |  | 522.4   |  | 1,522.6 |  | 447.6  
|Fine paper         |  | 193.7                           |  | 134.6                     |  | 219.1   |  | 413.9   |  | 532.8   |  | 340.5  
|Merchants(1)       |  | 5.0                             |  | 0.0                       |  | 25.6    |  | 10.2    |  | 11.5    |  | 8.1    
|Packaging boards   |  | 294.4                           |  | 140.5                     |  | 170.9   |  | 223.4   |  | 235.5   |  | 239.4  
|Wood products      |  | 64.4                            |  | 53.5                      |  | 141.9   |  | 43.1    |  | 54.6    |  | 74.4   
|Wood supply Europe |  | 21.2                            |  | 24.9                      |  | 20.2    |  | 35.8    |  | 39.0    |  | 16.2   
|Other              |  | 38.7                            |  | 41.9                      |  | 78.9    |  | 18.8    |  | 45.9    |  | 74.2   
|                   |  |                                 |  |                           |  |         |  |         |  |         |  |        
|Group total        |  | 857.1                           |  | 877.6                     |  | 1,248.2 |  | 1,267.6 |  | 2,441.9 |  | 1,200.4
|                   |  |                                 |  |                           |  |         |  |         |  |         |  |        

---

|(1) |  | Includes finance lease on buildings amounting to 21.5 million.
|--- |  | ---------------------------------------------------------------



F-21



---

##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Assets and Liabilities by Segment



|                   |  |                    |  |                 |  |            |  |           
|------------------ |  | ------------------ |  | --------------- |  | ---------- |  | ----------
|                   |  | Assets             |  | Liabilities    
|                   |  | As of December 31,
|                   |  | 2002               |  | 2003            |  | 2002       |  | 2003      
|                   |  | ( in millions)    |  | ( in millions)
|                   |  |                    |  |                 |  | (Restated) |  | (Restated)
|Publication paper  |  | 5,059.3            |  | 5,018.6         |  | 955.6      |  | 886.5     
|Fine paper         |  | 4,869.9            |  | 4,421.9         |  | 566.1      |  | 547.0     
|Merchants          |  | 256.0              |  | 237.9           |  | 85.4       |  | 78.5      
|Packaging boards   |  | 3,011.8            |  | 2,981.0         |  | 424.3      |  | 450.9     
|Wood products      |  | 721.7              |  | 1,018.9         |  | 187.9      |  | 208.1     
|Wood supply Europe |  | 1,131.4            |  | 2,030.4         |  | 225.2      |  | 231.7     
|Other              |  | 3,164.1            |  | 2,233.4         |  | 7,704.5    |  | 7,526.2   
|                   |  |                    |  |                 |  |            |  |           
|Group total        |  | 18,214.2           |  | 17,942.1        |  | 10,149.0   |  | 9,928.9   
|                   |  |                    |  |                 |  |            |  |           



Operating Capital
by Segment



|                   |  |                    |  |           
|------------------ |  | ------------------ |  | ----------
|                   |  | As of December 31,
|                   |  | 2002               |  | 2003      
|                   |  | ( in millions)   
|                   |  | (Restated)         |  | (Restated)
|Publication paper  |  | 4,103.7            |  | 4,132.1   
|Fine paper         |  | 4,303.8            |  | 3,874.9   
|Merchants          |  | 170.6              |  | 159.5     
|Packaging boards   |  | 2,587.4            |  | 2,530.0   
|Wood products      |  | 533.8              |  | 811.9     
|Wood supply Europe |  | 906.2              |  | 1,798.8   
|Other              |  | 494.1              |  | 241.2     
|                   |  |                    |  |           
|Group total        |  | 13,099.6           |  | 13,548.4  
|                   |  |                    |  |           



Operating capital
represents the sum of fixed and biological assets, unlisted shares, other non-current assets, inventories, short-term receivables and liabilities, provisions and other long-term liabilities.



Reconciliation of Operating Capital to Total Assets



|                                   |  |                    |  |           
|---------------------------------- |  | ------------------ |  | ----------
|                                   |  | As of December 31,
|                                   |  | 2002               |  | 2003      
|                                   |  | ( in millions)   
|                                   |  | (Restated)         |  | (Restated)
|Operating Capital                  |  | 13,099.6           |  | 13,548.4  
|Gross-up for operating liabilities |  | 2,698.3            |  | 2,624.9   
|Interest-bearing receivables       |  | 2,120.5            |  | 1,574.3   
|Tax receivables                    |  | 295.8              |  | 194.5     
|                                   |  |                    |  |           
|Total Assets                       |  | 18,214.2           |  | 17,942.1  
|                                   |  |                    |  |           



F-22



---

##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Average Personnel (unaudited)



|                   |  |                                |  |       
|------------------ |  | ------------------------------ |  | ------
|                   |  | Segment                       
|                   |  | For the year endedDecember 31,
|                   |  | 2002                           |  | 2003  
|                   |  | (Unaudited)                   
|Publication paper  |  | 13,241                         |  | 12,903
|Fine paper         |  | 9,872                          |  | 9,521 
|Merchants          |  | 1,411                          |  | 1,254 
|Packaging boards   |  | 9,949                          |  | 10,068
|Wood products      |  | 3,745                          |  | 4,626 
|Wood supply Europe |  | 2,265                          |  | 2,599 
|Other              |  | 3,370                          |  | 3,293 
|                   |  |                                |  |       
|Group total        |  | 43,853                         |  | 44,264
|                   |  |                                |  |       



Average Personnel
(unaudited)



|              |  |                                |  |       
|------------- |  | ------------------------------ |  | ------
|              |  | Location                      
|              |  | For the year endedDecember 31,
|              |  | 2002                           |  | 2003  
|              |  | (Unaudited)                   
|Finland       |  | 14,676                         |  | 14,479
|Sweden        |  | 9,187                          |  | 9,068 
|Germany       |  | 4,761                          |  | 4,785 
|France        |  | 1,333                          |  | 1,312 
|Other EU      |  | 4,462                          |  | 4,335 
|              |  |                                |  |       
|Total EU      |  | 34,419                         |  | 33,979
|Other Europe  |  | 1,879                          |  | 3,234 
|Canada        |  | 850                            |  | 849   
|United States |  | 5,731                          |  | 5,182 
|Other         |  | 974                            |  | 1,020 
|              |  |                                |  |       
|Group total   |  | 43,853                         |  | 44,264
|              |  |                                |  |       



F-23



---

##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



External Sales by Destination and Origin



|              |  |                                 |  |                         |  |          |  |          |  |          |  |         
|------------- |  | ------------------------------- |  | ----------------------- |  | -------- |  | -------- |  | -------- |  | --------
|              |  | Sales By Destination            |  | Sales By Invoice Origin
|              |  | For the year ended December 31,
|              |  | 2001                            |  | 2002                    |  | 2003     |  | 2001     |  | 2002     |  | 2003    
|              |  | ( in millions)                 |  | ( in millions)        
|Austria       |  | 213.1                           |  | 195.4                   |  | 222.0    |  | 310.9    |  | 315.1    |  | 363.51  
|Belgium       |  | 345.1                           |  | 301.3                   |  | 267.2    |  | 237.8    |  | 213.2    |  | 200.8   
|Denmark       |  | 307.6                           |  | 297.9                   |  | 276.1    |  | 116.2    |  | 111.7    |  | 107.9   
|Finland       |  | 776.0                           |  | 780.6                   |  | 786.9    |  | 4,370.2  |  | 4,151.0  |  | 3,951.9 
|France        |  | 1,007.0                         |  | 965.5                   |  | 862.7    |  | 537.8    |  | 486.4    |  | 447.7   
|Germany       |  | 1,840.3                         |  | 1,673.6                 |  | 1,616.1  |  | 1,489.9  |  | 1,442.2  |  | 1,381.8 
|Italy         |  | 403.2                           |  | 391.5                   |  | 380.7    |  | 0.6      |  | 0.1      |  | 0.1     
|Netherlands   |  | 581.9                           |  | 488.4                   |  | 491.9    |  | 247.6    |  | 234.0    |  | 226.4   
|Portugal      |  | 71.3                            |  | 60.9                    |  | 64.9     |  | 80.3     |  | 59.7     |  | 50.5    
|Spain         |  | 445.5                           |  | 463.4                   |  | 499.4    |  | 139.4    |  | 141.5    |  | 145.6   
|Sweden        |  | 1,026.6                         |  | 1,034.2                 |  | 994.4    |  | 2,980.2  |  | 2,895.6  |  | 2,840.2 
|UK            |  | 1,324.8                         |  | 1,053.4                 |  | 979.3    |  | 157.2    |  | 59.1     |  | 23.4    
|Other EU      |  | 197.8                           |  | 197.4                   |  | 203.9    |  | 0.2      |  | 0.1      |  |        
|              |  |                                 |  |                         |  |          |  |          |  |          |  |         
|Total EU      |  | 8,540.2                         |  | 7,903.5                 |  | 7,645.5  |  | 10,668.3 |  | 10,109.7 |  | 9,739.8 
|Other Europe  |  | 813.2                           |  | 981.4                   |  | 897.8    |  | 252.4    |  | 290.1    |  | 390.6   
|              |  |                                 |  |                         |  |          |  |          |  |          |  |         
|Total Europe  |  | 9,353.4                         |  | 8,884.9                 |  | 8,543.3  |  | 10,920.7 |  | 10,399.8 |  | 10,130.4
|Canada        |  | 169.4                           |  | 160.0                   |  | 143.7    |  | 384.0    |  | 290.2    |  | 287.7   
|China         |  | 188.8                           |  | 201.5                   |  | 228.6    |  | 111.6    |  | 122.3    |  | 109.4   
|United States |  | 2,469.7                         |  | 2,267.3                 |  | 1,918.3  |  | 2,067.2  |  | 1,909.6  |  | 1,583.6 
|Others        |  | 1,327.5                         |  | 1,268.9                 |  | 1,338.4  |  | 25.3     |  | 60.7     |  | 61.2    
|              |  |                                 |  |                         |  |          |  |          |  |          |  |         
|Group total   |  | 13,508.8                        |  | 12,782.6                |  | 12,172.3 |  | 13,508.8 |  | 12,782.6 |  | 12,172.3
|              |  |                                 |  |                         |  |          |  |          |  |          |  |         



Total Assets and
Capital Employed by Location



|                   |  |                    |  |                  |  |          |  |         
|------------------ |  | ------------------ |  | ---------------- |  | -------- |  | --------
|                   |  | Total Assets       |  | Capital Employed
|                   |  | As of December 31,
|                   |  | 2002               |  | 2003             |  | 2002     |  | 2003    
|                   |  | ( in millions)    |  | ( in millions) 
|Austria            |  | 233.7              |  | 238.5            |  | 162.3    |  | 175.6   
|Belgium            |  | 525.8              |  | 650.0            |  | 325.7    |  | 584.6   
|Finland (restated) |  | 5,692.1            |  | 5,344.5          |  | 3,749.9  |  | 3,384.8 
|France             |  | 367.7              |  | 364.5            |  | 235.0    |  | 245.6   
|Germany            |  | 1,754.4            |  | 1,750.7          |  | 783.8    |  | 893.4   
|Portugal           |  | 242.6              |  | 227.5            |  | 225.5    |  | 214.8   
|Sweden             |  | 3,727.7            |  | 4,328.9          |  | 1,886.7  |  | 2,582.4 
|Other EU           |  | 415.6              |  | 377.3            |  | 199.4    |  | 233.1   
|                   |  |                    |  |                  |  |          |  |         
|Total EU           |  | 12,959.6           |  | 13,281.9         |  | 7,568.3  |  | 8,314.3 
|Other Europe       |  | 201.4              |  | 435.1            |  | 161.5    |  | 477.7   
|                   |  |                    |  |                  |  |          |  |         
|Total Europe       |  | 13,161.0           |  | 13,717.0         |  | 7,729.8  |  | 8,792.0 
|Canada             |  | 561.0              |  | 488.1            |  | 491.1    |  | 491.7   
|China              |  | 224.8              |  | 180.8            |  | 203.7    |  | 157.3   
|United States      |  | 4,166.7            |  | 3,385.1          |  | 2,654.0  |  | 2.143.6 
|Other              |  | 100.7              |  | 171.1            |  | 41.7     |  | 28.6    
|                   |  |                    |  |                  |  |          |  |         
|Group total        |  | 18,214.2           |  | 17,942.1         |  | 11,120.3 |  | 11,613.2
|                   |  |                    |  |                  |  |          |  |         



Total capital employed
represents operating capital less net tax liabilities.



F-24



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Capital Expenditure by Location



Depreciation, Amortization & Impairment by Location



|              |  |                                 |  |                           |  |         |  |         |  |         |   |  |        
|------------- |  | ------------------------------- |  | ------------------------- |  | ------- |  | ------- |  | ------- | - |  | -------
|              |  | Capital Expenditure             |  | Depreciation / Impairment
|              |  | For the year ended December 31,
|              |  | 2001                            |  | 2002                      |  | 2003    |  | 2001    |  | 2002    |   |  | 2003   
|              |  | ( in millions)                 |  | ( in millions)          
|Austria       |  | 25.2                            |  | 22.1                      |  | 18.7    |  | 15.4    |  | 17.8    |   |  | 18.2   
|Belgium       |  | 30.7                            |  | 290.6                     |  | 209.7   |  | 16.2    |  | 27.1    |   |  | 29.5   
|Finland       |  | 392.1                           |  | 211.7                     |  | 371.5   |  | 341.5   |  | 391.6   |   |  | 367.0  
|France        |  | 7.8                             |  | 13.9                      |  | 36.3    |  | 28.2    |  | 28.8    |   |  | 34.9   
|Germany       |  | 91.6                            |  | 55.1                      |  | 126.8   |  | 159.2   |  | 138.0   |   |  | 155.2  
|Portugal      |  | 14.9                            |  | 18.5                      |  | 5.8     |  | 10.5    |  | 11.7    |   |  | 11.9   
|Sweden        |  | 158.5                           |  | 141.0                     |  | 197.3   |  | 198.4   |  | 208.8   |   |  | 220.6  
|Other EU      |  | 18.2                            |  | 16.6                      |  | 34.3    |  | 21.6    |  | 26.7    |   |  | 21.5   
|              |  |                                 |  |                           |  |         |  |         |  |         |   |  |        
|Total EU      |  | 739.0                           |  | 769.5                     |  | 1,000.4 |  | 791.0   |  | 850.5   |   |  | 858.8  
|Other Europe  |  | 23.9                            |  | 9.1                       |  | 88.9    |  | 10.0    |  | 14.2    |   |  | 40.7   
|              |  |                                 |  |                           |  |         |  |         |  |         |   |  |        
|Total Europe  |  | 762.9                           |  | 778.6                     |  | 1,089.3 |  | 801.0   |  | 864.7   |   |  | 899.5  
|Canada        |  | 12.9                            |  | 12.7                      |  | 45.3    |  | 34.2    |  | 85.7    |   |  | 45.0   
|China         |  | 3.4                             |  | 3.3                       |  | 1.3     |  | 13.0    |  | 14.5    |   |  | 13.0   
|United States |  | 66.9                            |  | 74.4                      |  | 109.0   |  | 416.7   |  | 1,479.5 |   |  | 240.4  
|Other         |  | 11.0                            |  | 8.6                       |  | 3.3     |  | 2.7     |  | (2.5    | ) |  | 2.5    
|              |  |                                 |  |                           |  |         |  |         |  |         |   |  |        
|Group total   |  | 857.1                           |  | 877.6                     |  | 1,248.2 |  | 1,267.6 |  | 2,441.9 |   |  | 1,200.4
|              |  |                                 |  |                           |  |         |  |         |  |         |   |  |        



Note 4Acquisitions and
Disposals



There were no major changes to the Group during
2001 and 2002. From 2001 through 2003, the Group has concentrated on restructuring its existing assets consistent with its strategy to release capital and enhance financial flexibility in order to develop its core business, along with an emphasis on
asset quality (see note 11Fixed Assets).



Acquisitions



Total cash paid for acquisitions
during 2003 amounted to 125.2 million, of which 122.7 million related to the acquisition AS Sylvester of Estonia, which was completed in February 2003. The table below summarizes the key information relating to the Sylvester acquisition.



Fair Value of assets and liabilities acquired



|                                  |  |                 |  
|--------------------------------- |  | --------------- | -
|                                  |  | ( in millions) |  
|Fixed Assets                      |  | 105.2           |  
|Interest bearing assets less cash |  | 5.6             |  
|Working Capital                   |  | 31.2            |  
|Tax Liabilities                   |  | (0.2            | )
|Interest bearing liabilities      |  | (67.3           | )
|Minority Interest                 |  | (23.8           | )
|Fair value of assets acquired     |  | 50.7            |  
|                                  |  |                 |  
|Goodwill                          |  | 72.0            |  
|                                  |  |                 |  
|Purchase Price                    |  | 122.7           |  
|                                  |  |                 |  



F-25



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Before the Sylvester acquisition, the Group had a 34 percent interest amounting to 7.1 million
in Sylvesters largest Estonian mill at Imavere. Letter of intent to acquire Sylvester was signed in 2002 and the acquisition was subsequently finalized in February 2003 after the competition authorities approved Stora Enso Timbers 66
percent ownership of Sylvesters sawmilling operations and Stora Enso Mets 100 percent ownership of Sylvesters wood procurement operations in the Baltic States. Following the completion of the Sylvester acquisition, Sylvesters
sawmilling operations became Stora Enso Timber AS. Sylvesters four softwood sawmills in Estonia, one in Latvia (Launkalne) and one in Lithuania (Alytus), increased Group sawn wood capacity by more than 1 million cubic meters; a components
factory in Estonia added a further 100,000 cubic meters of value-added capacity.



In August 2001, the board of directors approved the purchase of the Schweighofer familys 26.5 percent minority holding in Stora Enso Timber Oy for a total acquisition cost of 154.5 million, of which
81.5 million represented goodwill to be amortized over ten years. As a result of this transaction, the company became a wholly-owned subsidiary. Stora Enso had acquired a majority holding in Holzindustrie Schweighofer GmbH in December 1998 for
a total acquisition cost of 122.9 million, of which 82.9 million represented goodwill.



In October 2001, Stora Enso acquired Purple Charta Investments 20 percent shareholding in Stora Enso Suzhou Paper Co, thereby raising its stake to
80.87 percent. The total acquisition cost of $21.9 million (24.0 million) resulted in goodwill of 28.4 million due to the negative net assets of the business.



Disposals



There were no material disposals during 2003, although steps were taken to divest the greater part of Group forestry interests in Sweden which was
completed in March 2004. In 2002, Stora Enso launched its forest restructuring program as follows:



| | 1. |  | In September 2002, Stora Enso North America Corp. signed an agreement to sell approximately 125,000 hectares of its forest land to Plum Creek Timber Company, Inc. The sale was
finalized on December 3, 2002 for net proceeds of $141.0 million (149.1 million). A capital gain of $46.8 million (49.5 million) was realized on the sale.
| | -- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 2. |  | In July 2002, Stora Enso transferred a total of approximately 600,000 hectares of its forest land and related operations in Finland to a newly-formed company Tornator Oy and
reorganizes its forest holding subsidiary Tornator Oy. In December 2002, Stora Enso transferred the shares in Tornator Forest Oy to Tornator Timberland Oy, a newly-formed company, in exchange for shares in Tornator Timberland Oy. Stora Enso holds 41
percent of the shares in Tornator Timberland Oy and the remaining 59 percent is held by Finnish institutional investors. Also in December 2002, Stora Enso sold Tornator Oy to Tornator Timberland Oy for a total purchase price of 364.5 million.
As a result of the sale, Stora Enso recorded a capital gain of 25.9 million. Tornator Timberland is shown as an associate company on the balance sheet (see note 13). Stora Enso Forest, the Groups Finnish wood procurement arm, has entered
into a long-term wood procurement agreement at market rates with Tornator Timberland Oy.
| | -- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



In April 2002, Stora Enso announced plans to close its UK merchant operations, Papyrus GB Ltd, as it had not proved possible to reach a satisfactory level
of profitability in recent years despite extensive rationalization. A charge of 24.8 million was made to cover closure costs.



In March 2002, the Group divested its Mölndal mill in Sweden to Klippan AB, a speciality paper maker. The total transaction price approximated book
value and amounted to SEK 254.3 million (27.8 million).



F-26



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Assets-Held-For-Sale



In December 2003, Stora Enso announced its plan to restructure its forest lands in Sweden in conjunction with Korsnäs
AB, a Swedish forest industry company controlled by the Kinnevik Group. The Swedish forest lands of both companies will be transferred to a new entity named Bergvik Skog AB in which the two partners will retain minority shareholdings of 44.9 percent
and 5 percent, respectively. The disposal is scheduled for completion in early 2004 along with a further forest land disposal in Ontario, Canada. The major classes of assets and liabilities included as part of these disposal Groups as of December
31, 2003 are as follows:



|                                             |  |                  
|-------------------------------------------- |  | -----------------
|                                             |  | As ofDecember 31,
|                                             |  | 2003             
|                                             |  | ( in millions)  
|Fixed assets and other long-term investments |  | 1,625.4          
|Current assets                               |  | 3.0              
|                                             |  |                  
|Total assets                                 |  | 1,628.4          
|Long-term liabilities                        |  | 479.4            
|Current liabilities                          |  | 15.9             
|                                             |  |                  
|Total liabilities                            |  | 495.3            
|                                             |  |                  



Note 5Other Operating Income



Other Operating Income



|                                                         |  |                                |  |       |  |     
|-------------------------------------------------------- |  | ------------------------------ |  | ----- |  | ----
|                                                         |  | For the year endedDecember 31,
|                                                         |  | 2001                           |  | 2002  |  | 2003
|                                                         |  | ( in millions)               
|Capital gain on sale of fixed assets                     |  | 42.1                           |  | 79.6  |  | 12.4
|Gain on sale of long-term investments                    |  | 6.3                            |  | 79.5  |  | 2.6 
|Rent                                                     |  | 9.3                            |  | 10.0  |  | 8.3 
|Subsidies                                                |  | 5.5                            |  | 7.0   |  | 6.3 
|                                                         |  |                                |  |       |  |     
|Total                                                    |  | 63.2                           |  | 176.1 |  | 29.6
|                                                         |  |                                |  |       |  |     
|Other operating expenses include                         |  |                                |  |       |  |     
|Research and development                                 |  | 92.3                           |  | 91.6  |  | 88.8
|Operating lease expense                                  |  | 96.1                           |  | 95.7  |  | 93.2
|Losses on sale of fixed assets and long-term investments |  | 8.4                            |  |      |  | 4.5 
|                                                         |  |                                |  |       |  |     



In 2003, there were no
material gains on the disposal of long-term investments and fixed assets, whereas in 2002 these items included, respectively, a profit of SEK 702.5 million (76.7 million) on the sale of the greater part of the Groups holding in its
associate company Billerud AB (see note 13), and 75.4 million relating to the Groups forest holdings in Finland and the United States. In 2001, gains on sale of fixed assets included a capital gain of 18.0 million on the sale of
the Düsseldorf office building.



Aggregate fees for
professional services rendered to the Group by the principal independent auditor, PricewaterhouseCoopers, are shown in the table below for 2002 and 2003 only. Audit fees relate to the audit of the annual financial statements or ancillary services
normally provided in connection with statutory and regulatory filings. Audit-related fees are incurred for assurance and associated services that are reasonably related to the performance of the audit or review of financial statements. Tax fees are
incurred on account of tax compliance, advice and planning.



F-27



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Principal Independent Auditors Fees



|                   |  |                                |  |     
|------------------ |  | ------------------------------ |  | ----
|                   |  | For the year endedDecember 31,
|                   |  | 2002                           |  | 2003
|                   |  | ( in millions)               
|Audit fees         |  | 2.1                            |  | 2.5 
|Audit-related fees |  | 0.5                            |  | 1.0 
|Tax fees           |  | 0.4                            |  | 0.5 
|Other fees         |  | 0.1                            |  | 0.4 
|                   |  |                                |  |     
|Total              |  | 3.1                            |  | 4.4 
|                   |  |                                |  |     



Note 6Staff Costs



Personnel Expenses



|                               |  |                                 |  |            |  |           
|------------------------------ |  | ------------------------------- |  | ---------- |  | ----------
|                               |  | For the year ended December 31,
|                               |  | 2001                            |  | 2002       |  | 2003      
|                               |  | ( in millions)                
|                               |  | (Restated)                      |  | (Restated) |  | (Restated)
|Wages and salaries             |  | 1,659.0                         |  | 1,656.3    |  | 1,662.3   
|Pensions                       |  | 272.2                           |  | 335.1      |  | 345.1     
|Other statutory employer costs |  | 196.1                           |  | 176.4      |  | 272.2     
|Other voluntary costs          |  | 119.0                           |  | 140.3      |  | 18.0      
|                               |  |                                 |  |            |  |           
|Total                          |  | 2,246.3                         |  | 2,308.1    |  | 2,297.6   
|                               |  |                                 |  |            |  |           



Pensions



|                               |  |                                 |  |            |  |           
|------------------------------ |  | ------------------------------- |  | ---------- |  | ----------
|                               |  | For the year ended December 31,
|                               |  | 2001                            |  | 2002       |  | 2003      
|                               |  | ( in millions)                
|                               |  | (Restated)                      |  | (Restated) |  | (Restated)
|Defined benefit plans          |  | 25.8                            |  | 88.5       |  | 104.5     
|Defined contribution plans     |  | 215.5                           |  | 211.4      |  | 209.2     
|Other post-employment benefits |  | 30.9                            |  | 35.2       |  | 31.4      
|                               |  |                                 |  |            |  |           
|Total pension costs            |  | 272.2                           |  | 335.1      |  | 345.1     
|                               |  |                                 |  |            |  |           



Full details of
pension costs are shown in note 19.



F-28



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Board Remuneration



|                                          |  |                                |  |       |  |      
|----------------------------------------- |  | ------------------------------ |  | ----- |  | -----
|                                          |  | For the year endedDecember 31,
|                                          |  | 2001                           |  | 2002  |  | 2003 
|                                          |  | ( in thousands)              
|Claes Dahlbäck, Chairman                  |  | 134.5                          |  | 135.0 |  | 135.0
|Krister Ahlström, Vice Chairman           |  | 84.0                           |  | 85.0  |  | 85.0 
|Josef Ackermann (resigned March 20, 2003) |  | 58.9                           |  | 60.0  |  | 15.0 
|Harald Einsmann                           |  | 58.9                           |  | 60.0  |  | 60.0 
|Björn Hägglund, Deputy CEO                |  |                               |  |      |  |     
|Jukka Härmälä, CEO                        |  |                               |  |      |  |     
|Barbara Kux (appointed March 20, 2003)    |  |                               |  |      |  | 45.0 
|George W. Mead                            |  | 58.9                           |  | 60.0  |  | 60.0 
|Ilkka Niemi                               |  | 44.2                           |  | 60.0  |  | 60.0 
|Paavo Pitkänen                            |  | 58.9                           |  | 60.0  |  | 60.0 
|Jan Sjöqvist                              |  | 58.9                           |  | 60.0  |  | 60.0 
|Marcus Wallenberg                         |  | 58.9                           |  | 60.0  |  | 60.0 
|                                          |  |                                |  |       |  |      
|Total board of directors remuneration     |  | 616.1                          |  | 640.0 |  | 640.0
|                                          |  |                                |  |       |  |      



Executive
Management Group (EMG) Remuneration



Annual
salaries of the members of the EMG are normally reviewed once a year and new salaries have historically been valid from January 1, though this was changed to March 1, 2003. Basic annual salaries totaled 4.5 in 2003, 4.5 million in 2002
and 4.1 million in 2001, of which 1.1 million, 1.1 million and 1.0 million, respectively, related to the CEO as detailed below.



Executive Remuneration: Chief Executive Officer



|                        |  |                                 |  |         |  |        
|----------------------- |  | ------------------------------- |  | ------- |  | -------
|                        |  | For the year ended December 31,
|                        |  | 2001                            |  | 2002    |  | 2003   
|                        |  | ( in thousands)               
|Annual salary           |  | 1,039.2                         |  | 1,142.3 |  | 1,063.1
|Benefits                |  | 27.2                            |  | 76.3    |  | 114.8  
|Bonus (variable salary) |  | 250.2                           |  | 220.2   |  | 197.1  
|                        |  |                                 |  |         |  |        
|Total remuneration      |  | 1,316.6                         |  | 1,438.8 |  | 1,375.0
|                        |  |                                 |  |         |  |        



Chief Executive
Officer: Jukka Härmälä



In addition to his
basic salary, the chief executive officer is also entitled to a short-term incentive plan, decided on by the board of directors each year, giving a maximum 50 percent of annual fixed salary. Of the 2003 plan, 50 percent of the target related to
Stora Ensos return on capital employed (ROCE) and 50 percent being related to personal key targets.



The retirement age for the chief executive officer has been set at 60 years, the pension arising from the compulsory Finnish statutory employment pension
scheme (TEL) and a Stora Enso voluntary plan amounting to 66 percent of the average of the last four years Finnish remuneration preceding retirement. Pensionable remuneration in 2003 was 930,350 and, thus, the cost to the Company of the
compulsory TEL plan was 174,083. In 2002, the respective amounts were 912,295 for the pensionable remuneration and 178,633 for the TEL cost.



F-29



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Executive Management Group



The deputy chief executive officer is entitled to a similar incentive plan as the chief executive officer, while the other
EMG members have plans up to a maximum 40 percent of annual fixed salary; the payout in 2003, relating to 2002, was 610,020, compared to 584,266 in 2002. The payout in 2001, relating to 2000, was 805,025. In 2003, benefits
amounting to 263,172 were provided, compared to 175,847 in 2002 and 163,018 in 2001, although additional sums relating to the foreign assignments of five members were provided at a cost of 326,233 in 2003, 262,787 in
2002 and 190,196 in 2001.



EMG members have a retirement
age of 60 with pensions consistent with local practices within their respective home countries. Pension costs totaled 1,367,397 in 2003, 908,829 in 2002 and 637,859 in 2001.



Employment contracts for the chief executive officer, deputy chief executive
officer and other EMG members provide for notice of six months prior to termination with compensation being twelve months basic salary and a further optional twelve months salary depending on employment. They are also entitled to a certain number of
shares through warrants and options/synthetic options, full details of which are shown in note 25.



Note 7Net Financial Items



|                          |  |                                |   |  |        |   |  |        |  
|------------------------- |  | ------------------------------ | - |  | ------ | - |  | ------ | -
|                          |  | For the year endedDecember 31, |  
|                          |  | 2001                           |   |  | 2002   |   |  | 2003   |  
|                          |  | ( in millions)                |  
|Interest expense          |  |                                |   |  |        |   |  |        |  
|Bank borrowings           |  | (348.1                         | ) |  | (242.5 | ) |  | (188.9 | )
|Finance leases            |  | (44.1                          | ) |  | (34.3  | ) |  | (30.2  | )
|Interest capitalized      |  | 7.9                            |   |  | 9.0    |   |  | 5.2    |  
|Interest income           |  | 51.2                           |   |  | 38.3   |   |  | 27.8   |  
|Dividend income           |  | 17.0                           |   |  | 9.2    |   |  | 5.8    |  
|Exchange gains and losses |  | (58.5                          | ) |  | 44.9   |   |  | 12.5   |  
|Other financial income    |  | 44.7                           |   |  | 48.1   |   |  | 36.7   |  
|Other financial expense   |  | (13.6                          | ) |  | (78.9  | ) |  | (106.6 | )
|                          |  |                                |   |  |        |   |  |        |  
|Total                     |  | (343.5                         | ) |  | (206.2 | ) |  | (237.7 | )
|                          |  |                                |   |  |        |   |  |        |  



Gains and losses on
derivative financial instruments are shown in note 22.



A
provision of 53.9 million ($61.1 million) for additional leasing costs arising from the early termination of finance leases is included in other financial expense. Stora Enso North America Inc. is in the process of terminating a portfolio of
finance leases entered into in 1996 with a group of UK banks to finance paper machine no. 16 at Wisconsin Rapids pulp mill and paper machine no. 26 at Biron mill in the United States. These leases were due to expire in 2011, but as a consequence of
changes in the interpretation of UK leasing tax rules, termination of the leases became appropriate. The transaction is scheduled to be completed in early 2004 when the UK banks will formerly offset the restricted cash balance of 443.6 million
against the principal of the debt, with the Group paying over an amount for the additional costs as final settlement.



F-30



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



The aggregate foreign exchange gains and losses included in the consolidated income statements are:



|                    |  |                                |   |  |       |   |  |       |  
|------------------- |  | ------------------------------ | - |  | ----- | - |  | ----- | -
|                    |  | For the year endedDecember 31, |  
|                    |  | 2001                           |   |  | 2002  |   |  | 2003  |  
|                    |  | ( in millions)                |  
|Sales               |  | 28.6                           |   |  | (19.0 | ) |  | (47.9 | )
|Costs and expenses  |  | (0.1                           | ) |  | 2.5   |   |  | 5.2   |  
|Net financial items |  | (58.5                          | ) |  | 44.9  |   |  | 12.5  |  
|                    |  |                                |   |  |       |   |  |       |  
|Total               |  | (30.0                          | ) |  | 28.4  |   |  | (30.2 | )
|                    |  |                                |   |  |       |   |  |       |  



Note 8Income Taxes



Profit (Loss) before Tax and Minority Interests



|                  |  |                                 |   |  |            |   |  |            |  
|----------------- |  | ------------------------------- | - |  | ---------- | - |  | ---------- | -
|                  |  | For the year ended December 31, |  
|                  |  | 2001                            |   |  | 2002       |   |  | 2003       |  
|                  |  | ( in millions)                 |  
|                  |  | (Restated)                      |   |  | (Restated) |   |  | (Restated) |  
|Finnish companies |  | 784.6                           |   |  | 327.6      |   |  | 174.6      |  
|Swedish companies |  | 541.2                           |   |  | 539.4      |   |  | 329.5      |  
|German companies  |  | 210.9                           |   |  | 107.9      |   |  | 25.8       |  
|Other companies   |  | (325.6                          | ) |  | (1,344.2   | ) |  | (319.2     | )
|                  |  |                                 |   |  |            |   |  |            |  
|Total             |  | 1,211.1                         |   |  | (369.3     | ) |  | 210.7      |  
|                  |  |                                 |   |  |            |   |  |            |  



Income Tax Expense



|                         |  |                                 |   |  |            |   |  |            |  
|------------------------ |  | ------------------------------- | - |  | ---------- | - |  | ---------- | -
|                         |  | For the year ended December 31, |  
|                         |  | 2001                            |   |  | 2002       |   |  | 2003       |  
|                         |  | ( in millions)                 |  
|                         |  | (Restated)                      |   |  | (Restated) |   |  | (Restated) |  
|Current tax expense      |  |                                 |   |  |            |   |  |            |  
|Finnish companies        |  | 176.8                           |   |  | (98.6      | ) |  | 5.2        |  
|Swedish companies        |  | 159.8                           |   |  | 106.4      |   |  | 77.5       |  
|German companies         |  | 161.4                           |   |  | 50.0       |   |  | 1.1        |  
|Other companies          |  | 20.8                            |   |  | 58.6       |   |  | 31.4       |  
|Change in deferred taxes |  |                                 |   |  |            |   |  |            |  
|Finnish companies        |  | 63.5                            |   |  | (110.8     | ) |  | 48.6       |  
|Swedish companies        |  | (20.6                           | ) |  | 47.7       |   |  | 14.4       |  
|German companies         |  | (156.1                          | ) |  | (2.1       | ) |  | 11.1       |  
|Other companies          |  | (132.5                          | ) |  | (179.4     | ) |  | (120.6     | )
|Associated company taxes |  | 23.0                            |   |  | (0.3       | ) |  | (1.7       | )
|                         |  |                                 |   |  |            |   |  |            |  
|Total                    |  | 296.1                           |   |  | (128.5     | ) |  | 67.0       |  
|                         |  |                                 |   |  |            |   |  |            |  



F-31



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Income Tax Reconciliation



|                                                                     |  |                                 |   |  |            |   |  |            |  
|-------------------------------------------------------------------- |  | ------------------------------- | - |  | ---------- | - |  | ---------- | -
|                                                                     |  | For the year ended December 31, |  
|                                                                     |  | 2001                            |   |  | 2002       |   |  | 2003       |  
|                                                                     |  | ( in millions)                 |  
|                                                                     |  | (Restated)                      |   |  | (Restated) |   |  | (Restated) |  
|Tax at domestic rates applicable to profits in the country concerned |  | 348.5                           |   |  | (257.2     | ) |  | 22.2       |  
|Non-deductible expenses and tax exempt income                        |  | 57.9                            |   |  | 34.5       |   |  | (6.8       | )
|Losses where no deferred tax benefit is recognized                   |  | (14.9                           | ) |  | 33.7       |   |  | 48.9       |  
|Impairment of North American assets                                  |  |                                |   |  | 363.2      |   |  |           |  
|Write-down of shares in Stora Enso North America Corp.               |  |                                |   |  | (298.4     | ) |  |           |  
|Change in legal status, Germany                                      |  | (86.6                           | ) |  |           |   |  |           |  
|Other items                                                          |  | (8.8                            | ) |  | (4.3       | ) |  | 2.7        |  
|                                                                     |  |                                 |   |  |            |   |  |            |  
|Income taxes in the consolidated income statement                    |  | 296.1                           |   |  | (128.5     | ) |  | 67.0       |  
|                                                                     |  |                                 |   |  |            |   |  |            |  
|Effective tax rate                                                   |  | 24.4                            | % |  | 34.8       | % |  | 31.8       | %
|                                                                     |  |                                 |   |  |            |   |  |            |  



In 2002, Stora Enso
recorded an impairment loss in respect to its North American assets amounting to $1,081.0 million (1,143.3 million). A related write-down of 1,028.8 million was also made in the financial statements of Stora Enso Oyj. The Finnish tax
authorities confirmed the tax benefit on the write-down amounting to 298.4 million, of which 253.4 million was utilized in 2002 and the balance of 45.0 million in 2003. The Groups tax rate excluding these effects would have
been 31.4 percent in 2002.



An increase in the tax base of
German assets in 2001, following a change in the legal status of former Feldmühle subsidiaries, resulted in a tax credit of 86.6 million for 2001, thereby lowering the Group effective tax rate to 24.4 percent from 31.6 percent.



The Group has recognized a deferred tax asset for its net
operating loss carry-forwards and established a valuation allowance against this amount based on an analysis of the probability for set-off against future profits in the relevant tax jurisdictions. As of December 31, 2003, Stora Enso had losses
carried forward, mainly attributable to foreign subsidiaries, of 982 million of which approximately 509 million had no expiry date, 52 million expire during the years 20042008 and the remainder expire thereafter. Tax losses
carried forward as of December 31, 2002 amounted to 1,055 million. Tax loss carry-forwards are netted against deferred tax liabilities within each jointly taxed group of companies and are only shown separately as an asset to the extent that
they exceed such liabilities.



No deferred tax liability has
been recognized for the undistributed earnings of Finnish subsidiaries as, in most cases, such earnings may be transferred to the parent company of the Group, Stora Enso Oyj, without any tax consequences. The Group does not provide for deferred
taxes on undistributed earnings of non-Finnish subsidiaries to the extent that such earnings are intended to be permanently reinvested in those operations.



F-32



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Reconciliation of Deferred Tax Balances in 2003



|                                                                                      |  |                     |   |  |                          |   |  |                            |   |  |        |   |  |        |   |  |                       |  
|------------------------------------------------------------------------------------- |  | ------------------- | - |  | ------------------------ | - |  | -------------------------- | - |  | ------ | - |  | ------ | - |  | --------------------- | -
|                                                                                      |  | As ofJanuary 1,2003 |   |  | Charge inIncomeStatement |   |  | AcquisitionsAndDivestments |   |  | CTA(1) |   |  | OCI(2) |   |  | As ofDecember 31,2003 |  
|                                                                                      |  | ( in millions)     |  
|                                                                                      |  | (Restated)          |   |  | (Restated)               |   |  |                            |   |  |        |   |  |        |   |  | (Restated)            |  
|Deferred tax liabilities                                                              |  |                     |   |  |                          |   |  |                            |   |  |        |   |  |        |   |  |                       |  
|Depreciation differences and untaxed reserves                                         |  | 1,460.4             |   |  | 47.8                     |   |  | 12.8                       |   |  | (81.1  | ) |  |       |   |  | 1,439.9               |  
|Group eliminations                                                                    |  | 24.2                |   |  | 6.8                      |   |  |                           |   |  |       |   |  | (0.6   | ) |  | 30.4                  |  
|Tax losses c/fwd and other temporary differences                                      |  | (311.3              | ) |  | 16.0                     |   |  | (18.6                      | ) |  | 30.0   |   |  |       |   |  | (283.9                | )
|Fair value adjustments for acquired net assets(3)                                     |  | 708.4               |   |  | (157.7                   | ) |  | 11.0                       |   |  | (19.8  | ) |  |       |   |  | 541.9                 |  
|                                                                                      |  |                     |   |  |                          |   |  |                            |   |  |        |   |  |        |   |  |                       |  
|                                                                                      |  | 1,881.7             |   |  | (87.1                    | ) |  | 5.2                        |   |  | (70.9  | ) |  | (0.6   | ) |  | 1,728.3               |  
|Fair valuation of available-for-sale investments and derivative financial instruments |  | 96.1                |   |  |                         |   |  |                           |   |  |       |   |  | (47.1  | ) |  | 49.0                  |  
|                                                                                      |  |                     |   |  |                          |   |  |                            |   |  |        |   |  |        |   |  |                       |  
|                                                                                      |  | 1,977.8             |   |  | (87.1                    | ) |  | 5.2                        |   |  | (70.9  | ) |  | (47.7  | ) |  | 1,777.3               |  
|                                                                                      |  |                     |   |  |                          |   |  |                            |   |  |        |   |  |        |   |  |                       |  
|Deferred tax assets(4)                                                                |  |                     |   |  |                          |   |  |                            |   |  |        |   |  |        |   |  |                       |  
|Tax losses carried forward                                                            |  | 144.9               |   |  | (24.9                    | ) |  |                           |   |  |       |   |  |       |   |  | 120.0                 |  
|Less valuation allowance                                                              |  | (92.2               | ) |  | (15.7                    | ) |  |                           |   |  |       |   |  |       |   |  | (107.9                | )
|                                                                                      |  |                     |   |  |                          |   |  |                            |   |  |        |   |  |        |   |  |                       |  
|                                                                                      |  | 52.7                |   |  | (40.6                    | ) |  |                           |   |  |       |   |  |       |   |  | 12.1                  |  
|Change in net deferred tax liabilities                                                |  | 1,925.1             |   |  | (46.5                    | ) |  | 5.2                        |   |  | (70.9  | ) |  | (47.7  | ) |  | 1,765.2               |  
|                                                                                      |  |                     |   |  |                          |   |  |                            |   |  |        |   |  |        |   |  |                       |  

---

|(1) |  | OCI = Other Comprehensive Income Statement  see note 22.
|--- |  | ---------------------------------------------------------

|(2) |  | CTA = Cumulative Translation Adjustment
|--- |  | ---------------------------------------

|(3) |  | The opening balance for the fair value adjustment relating to acquired net assets has been restated to take into account deferred tax of 240.4 million relating to the initial
valuation surplus on the adoption of IAS 41 Agriculture on January 1, 2003.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(4) |  | The current part of deferred tax amounts to 180.8 (54.6) million.
|--- |  | ------------------------------------------------------------------



Reconciliation of Deferred Tax Balances in 2002



|                                                                                      |  |                     |   |  |                          |   |  |                            |  |       |   |  |      |   |  |                       |  
|------------------------------------------------------------------------------------- |  | ------------------- | - |  | ------------------------ | - |  | -------------------------- |  | ----- | - |  | ---- | - |  | --------------------- | -
|                                                                                      |  | As ofJanuary 1,2002 |   |  | Charge inIncomeStatement |   |  | AcquisitionsAndDivestments |  | CTA   |   |  | OCI  |   |  | As ofDecember 31,2002 |  
|                                                                                      |  | ( in millions)     |  
|                                                                                      |  | (Restated)          |   |  | (Restated)               |   |  |                            |  |       |   |  |      |   |  | (Restated)            |  
|Deferred tax liabilities                                                              |  |                     |   |  |                          |   |  |                            |  |       |   |  |      |   |  |                       |  
|Depreciation differences and untaxed reserves                                         |  | 1,715.1             |   |  | (168.8                   | ) |  | 0.7                        |  | (86.6 | ) |  |     |   |  | 1,460.4               |  
|Group eliminations                                                                    |  | 10.8                |   |  | 14.1                     |   |  |                           |  |      |   |  | (0.7 | ) |  | 24.2                  |  
|Tax losses c/fwd and other temporary differences                                      |  | (315.4              | ) |  | (30.9                    | ) |  | 0.3                        |  | 34.7  |   |  |     |   |  | (311.3                | )
|Fair value adjustments for acquired net assets                                        |  | 536.6               |   |  | (34.4                    | ) |  | 5.6                        |  | (39.8 | ) |  |     |   |  | 468.0                 |  
|                                                                                      |  | 1,947.1             |   |  | (220.0                   | ) |  | 6.6                        |  | (91.7 | ) |  | (0.7 | ) |  | 1,641.3               |  
|Fair valuation of available-for-sale investments and derivative financial instruments |  | 21.6                |   |  |                         |   |  |                           |  |      |   |  | 74.5 |   |  | 96.1                  |  
|                                                                                      |  |                     |   |  |                          |   |  |                            |  |       |   |  |      |   |  |                       |  
|                                                                                      |  | 1,968.7             |   |  | (220.0                   | ) |  | 6.6                        |  | (91.7 | ) |  | 73.8 |   |  | 1,737.4               |  
|                                                                                      |  |                     |   |  |                          |   |  |                            |  |       |   |  |      |   |  |                       |  
|Deferred tax assets                                                                   |  |                     |   |  |                          |   |  |                            |  |       |   |  |      |   |  |                       |  
|Tax losses carried forward                                                            |  | 103.2               |   |  | 41.7                     |   |  |                           |  |      |   |  |     |   |  | 144.9                 |  
|Less valuation allowance                                                              |  | (75.1               | ) |  | (17.1                    | ) |  |                           |  |      |   |  |     |   |  | (92.2                 | )
|                                                                                      |  |                     |   |  |                          |   |  |                            |  |       |   |  |      |   |  |                       |  
|                                                                                      |  | 28.1                |   |  | 24.6                     |   |  |                           |  |      |   |  |     |   |  | 52.7                  |  
|                                                                                      |  |                     |   |  |                          |   |  |                            |  |       |   |  |      |   |  |                       |  
|Change in net deferred tax liabilities                                                |  | 1,940.6             |   |  | (244.6                   | ) |  | 6.6                        |  | (91.7 | ) |  | 73.8 |   |  | 1,684.7               |  
|                                                                                      |  |                     |   |  |                          |   |  |                            |  |       |   |  |      |   |  |                       |  



F-33



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Note 9Valuation and Qualifying Accounts



Provisions for doubtful accounts, obsolete inventories, low inventory market values and valuation allowance for deferred tax
assets are as follows:



Valuation and Qualifying Accounts



|                                       |  |                   |   |  |                    |   |  |                 |  |              |  |                  |  
|-------------------------------------- |  | ----------------- | - |  | ------------------ | - |  | --------------- |  | ------------ |  | ---------------- | -
|                                       |  | Doubtful Accounts |   |  | Stock Obsolescence |   |  | Stock Valuation |  | Deferred Tax |  | Total Allowances |  
|                                       |  | ( in millions)   |  
|Carrying value as of January 1, 2001   |  | 29.8              |   |  | 15.8               |   |  |                |  | 58.8         |  | 104.4            |  
|Translation difference                 |  | 0.3               |   |  | 5.2                |   |  |                |  |             |  | 5.5              |  
|Charge in income statement             |  | 1.9               |   |  | 13.0               |   |  |                |  | 16.3         |  | 31.2             |  
|Deductions                             |  | (1.5              | ) |  | (12.3              | ) |  |                |  |             |  | (13.8            | )
|                                       |  |                   |   |  |                    |   |  |                 |  |              |  |                  |  
|Carrying value as of December 31, 2001 |  | 30.5              |   |  | 21.7               |   |  |                |  | 75.1         |  | 127.3            |  
|                                       |  |                   |   |  |                    |   |  |                 |  |              |  |                  |  
|Translation difference                 |  | (1.0              | ) |  | (2.2               | ) |  |                |  |             |  | (3.2             | )
|Charge in income statement             |  | 11.7              |   |  | 26.4               |   |  | 1.5             |  | 17.1         |  | 56.7             |  
|Deductions                             |  | (4.7              | ) |  | (20.3              | ) |  |                |  |             |  | (25.0            | )
|                                       |  |                   |   |  |                    |   |  |                 |  |              |  |                  |  
|Carrying value as pf December 31, 2002 |  | 36.5              |   |  | 25.6               |   |  | 1.5             |  | 92.2         |  | 155.8            |  
|                                       |  |                   |   |  |                    |   |  |                 |  |              |  |                  |  
|Translation difference                 |  | (0.9              | ) |  | (0.9               | ) |  |                |  |             |  | (1.8             | )
|Charge in income statement             |  | 10.1              |   |  | 7.5                |   |  | 4.8             |  | 15.7         |  | 38.1             |  
|Deductions                             |  | (5.1              | ) |  | (3.6               | ) |  |                |  |             |  | (8.7             | )
|                                       |  |                   |   |  |                    |   |  |                 |  |              |  |                  |  
|Carrying value as of December 31, 2003 |  | 40.6              |   |  | 28.6               |   |  | 6.3             |  | 107.9        |  | 183.4            |  
|                                       |  |                   |   |  |                    |   |  |                 |  |              |  |                  |  



Note 10Depreciation,
Amortization and Impairment Charges



|                                                  |  |                                 |  |         |  |        
|------------------------------------------------- |  | ------------------------------- |  | ------- |  | -------
|                                                  |  | For the year ended December 31,
|                                                  |  | 2001                            |  | 2002    |  | 2003   
|                                                  |  | ( in millions)                
|Depreciation and amortization                     |  |                                
|Intangible fixed assets                           |  | 17.5                            |  | 16.4    |  | 17.0   
|Buildings and structures                          |  | 96.0                            |  | 98.0    |  | 109.3  
|Plant and equipment                               |  | 955.0                           |  | 932.5   |  | 904.9  
|Other tangible fixed assets                       |  | 44.8                            |  | 42.6    |  | 25.1   
|Goodwill                                          |  | 150.4                           |  | 148.8   |  | 116.1  
|                                                  |  |                                 |  |         |  |        
|Total                                             |  | 1,263.7                         |  | 1,238.3 |  | 1,172.4
|                                                  |  |                                 |  |         |  |        
|Impairment and disposal losses                    |  |                                 |  |         |  |        
|Plant and equipment                               |  | 2.8                             |  | 267.3   |  | 12.1   
|Other fixed assets                                |  |                                |  | 17.4    |  | 15.9   
|Goodwill                                          |  | 1.1                             |  | 918.9   |  |       
|                                                  |  |                                 |  |         |  |        
|Total                                             |  | 3.9                             |  | 1,203.6 |  | 28.0   
|                                                  |  |                                 |  |         |  |        
|Depreciation, amortization and impairment charges |  | 1,267.6                         |  | 2,441.9 |  | 1,200.4
|                                                  |  |                                 |  |         |  |        



Depreciation,
Amortization and Impairment Charges for the Year ended December 31, 2003



In 2003, total depreciation, amortization and impairment charges in the income statement amounted 1,200.4 million, against which there are minor gains on the disposal of fixed assets which are included under in
other operating income, amounting to 12.3 million, principally relating to land and a few buildings.



F-34



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



In December 2003, the Group contracted to sell its forest lands in Ontario, Canada, simultaneously
writing down the asset by 17.6 million. The forest lands are now stated at their net realizable value of 15.6 million and are included in note 4 as an Asset-Held-For-Sale.



Depreciation, Amortization and Impairment Charges for the Year ended December 31, 2002



In September 2002, as a result of weakened market conditions in North
America, the Groups North American assets were subject to impairment in the sum of $1,081.0 million (1,143.3 million), of which $868.8 million (918.9 million) related to goodwill. The value of the remaining U.S. goodwill as of
December 31, 2002 amounted to $645.9 million (615.9 million), to be amortized over a further 17 years. The impairment charge was calculated with a pre-tax discount rate of 9.5 percent using the value in use method for each cash-generating
unit. Of the total impairment charge, 1,014.5 million related to the magazine paper segment and 128.8 million to the fine paper division. In addition, as a result of the North American Profit Enhancement Plan, a further $50.0 million
(52.9 million) impairment charge relating to the fine paper division was made to restructure selected manufacturing assets.



Impairment for the Year ended December 31, 2001



There were no material impairments for the year.



Note 11Fixed Assets



Fixed Asset Summary



|                                          |  |                                      |   |  |                       |   |  |                          |   |  |                  |  
|----------------------------------------- |  | ------------------------------------ | - |  | --------------------- | - |  | ------------------------ | - |  | ---------------- | -
|                                          |  | For the year ended December 31, 2003 |  
|                                          |  | PropertyPlant &Equipment             |   |  | IntangibleFixedAssets |   |  | Goodwill onConsolidation |   |  | TotalFixedAssets |  
|                                          |  | ( in millions)                      |  
|Acquisition Cost                          |  |                                      |   |  |                       |   |  |                          |   |  |                  |  
|As of January 1                           |  | 20,181.4                             |   |  | 195.3                 |   |  | 2,765.4                  |   |  | 23,142.1         |  
|Translation difference                    |  | (544.6                               | ) |  | (3.5                  | ) |  | (276.3                   | ) |  | (824.4           | )
|Reclassifications                         |  | (727.0                               | ) |  | 5.5                   |   |  |                         |   |  | (721.5           | )
|Companies acquired                        |  | 161.8                                |   |  | 0.5                   |   |  | 73.8                     |   |  | 236.2            |  
|Additions                                 |  | 1,228.2                              |   |  | 20.0                  |   |  |                         |   |  | 1,248.2          |  
|Disposals                                 |  | (328.5                               | ) |  | (9.3                  | ) |  | (3.9                     | ) |  | (341.7           | )
|                                          |  |                                      |   |  |                       |   |  |                          |   |  |                  |  
|As of December 31                         |  | 19,971.3                             |   |  | 208.5                 |   |  | 2,559.0                  |   |  | 22,738.8         |  
|                                          |  |                                      |   |  |                       |   |  |                          |   |  |                  |  
|Accumulated Depreciation and Amortization |  |                                      |   |  |                       |   |  |                          |   |  |                  |  
|As of January 1                           |  | 9,369.3                              |   |  | 122.0                 |   |  | 1,709.97                 |   |  | 11,201.2         |  
|Translation difference                    |  | (142.7                               | ) |  | (1.8                  | ) |  | (165.7                   | ) |  | (130.2           | )
|Reclassifications                         |  | (23.2                                | ) |  |                      |   |  |                         |   |  | (23.2            | )
|Companies acquired                        |  | 29.6                                 |   |  | 0.1                   |   |  |                         |   |  | 29.7             |  
|Disposals                                 |  | (293.5                               | ) |  | (9.2                  | ) |  | (3.9                     | ) |  | (306.6           | )
|Charge for the year                       |  | 1,039.3                              |   |  | 17.0                  |   |  | 116.1                    |   |  | 1,172.4          |  
|Impairment charges                        |  | 28.0                                 |   |  |                      |   |  |                         |   |  | 28.0             |  
|                                          |  |                                      |   |  |                       |   |  |                          |   |  |                  |  
|As of December 31                         |  | 10,006.8                             |   |  | 128.1                 |   |  | 1,656.4                  |   |  | 11,791.3         |  
|                                          |  |                                      |   |  |                       |   |  |                          |   |  |                  |  
|Net book value as of December 31, 2003    |  | 9,964.5                              |   |  | 80.4                  |   |  | 902.6                    |   |  | 10,947.5         |  
|                                          |  |                                      |   |  |                       |   |  |                          |   |  |                  |  
|Net book value as of December 31, 2002    |  | 10,812.1                             |   |  | 73.3                  |   |  | 1,055.5                  |   |  | 11,940.9         |  
|                                          |  |                                      |   |  |                       |   |  |                          |   |  |                  |  



F-35



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Property, Plant & Equipment



|                                          |  |                                      |   |  |                        |   |  |                    |   |  |                     |   |  |                  |   |  |          |  
|----------------------------------------- |  | ------------------------------------ | - |  | ---------------------- | - |  | ------------------ | - |  | ------------------- | - |  | ---------------- | - |  | -------- | -
|                                          |  | For the year ended December 31, 2003 |  
|                                          |  | LandandWater                         |   |  | BuildingsandStructures |   |  | Plant andEquipment |   |  | OtherTangibleAssets |   |  | AssetsinProgress |   |  | Total    |  
|                                          |  | ( in millions)                      |  
|Acquisition Cost                          |  |                                      |   |  |                        |   |  |                    |   |  |                     |   |  |                  |   |  |          |  
|As of January 1                           |  | 961.8                                |   |  | 2,703.4                |   |  | 15,256.8           |   |  | 754.3               |   |  | 505.1            |   |  | 20,181.4 |  
|Translation difference                    |  | (2.2                                 | ) |  | (46.2                  | ) |  | (485.6             | ) |  | (5.8                | ) |  | (4.8             | ) |  | (544.6   | )
|Reclassifications                         |  | (611.3                               | ) |  | 166.9                  |   |  | 573.8              |   |  | (83.6               | ) |  | (772.8           | ) |  | (727.0   | )
|Companies acquired                        |  | 2.1                                  |   |  | 35.1                   |   |  | 117.0              |   |  | 1.9                 |   |  | 5.7              |   |  | 161.8    |  
|Additions                                 |  | 2.0                                  |   |  | 67.5                   |   |  | 399.2              |   |  | 15.5                |   |  | 744.0            |   |  | 1,228.2  |  
|Disposals                                 |  | (1.2                                 | ) |  | (25.2                  | ) |  | (180.5             | ) |  | (113.2              | ) |  | (8.4             | ) |  | (328.5   | )
|                                          |  |                                      |   |  |                        |   |  |                    |   |  |                     |   |  |                  |   |  |          |  
|As of December 31                         |  | 351.2                                |   |  | 2,901.5                |   |  | 15,680.7           |   |  | 569.1               |   |  | 468.8            |   |  | 19,971.3 |  
|                                          |  |                                      |   |  |                        |   |  |                    |   |  |                     |   |  |                  |   |  |          |  
|Accumulated Depreciation and Amortization |  |                                      |   |  |                        |   |  |                    |   |  |                     |   |  |                  |   |  |          |  
|As of January 1                           |  |                                     |   |  | 1,133.9                |   |  | 7,848.2            |   |  | 387.2               |   |  |                 |   |  | 9,369.3  |  
|Translation difference                    |  |                                     |   |  | (5.9                   | ) |  | (135.5             | ) |  | (1.3                | ) |  |                 |   |  | (142.7   | )
|Reclassifications                         |  |                                     |   |  | (2.2                   | ) |  | (30.4              | ) |  | 9.4                 |   |  |                 |   |  | (23.2    | )
|Companies acquired                        |  |                                     |   |  | 6.9                    |   |  | 22.7               |   |  |                    |   |  |                 |   |  | 29.6     |  
|Disposals                                 |  |                                     |   |  | (11.9                  | ) |  | (168.3             | ) |  | (113.3              | ) |  |                 |   |  | (293.5   | )
|Charge for the year                       |  |                                     |   |  | 109.3                  |   |  | 904.9              |   |  | 25.1                |   |  |                 |   |  | 1,039.3  |  
|Impairment charges                        |  |                                     |   |  |                       |   |  | 12.1               |   |  | 15.9                |   |  |                 |   |  | 28.0     |  
|                                          |  |                                      |   |  |                        |   |  |                    |   |  |                     |   |  |                  |   |  |          |  
|As of December 31                         |  |                                     |   |  | 1,230.1                |   |  | 8,472.6            |   |  | 323.0               |   |  |                 |   |  | 10,006.8 |  
|                                          |  |                                      |   |  |                        |   |  |                    |   |  |                     |   |  |                  |   |  |          |  
|Net book value as of December 31, 2003    |  | 351.2                                |   |  | 1,671.4                |   |  | 7,227.0            |   |  | 246.1               |   |  | 468.8            |   |  | 9,964.5  |  
|                                          |  |                                      |   |  |                        |   |  |                    |   |  |                     |   |  |                  |   |  |          |  
|Net book value as of December 31, 2002    |  | 961.8                                |   |  | 1,569.5                |   |  | 7,408.6            |   |  | 367.1               |   |  | 505.1            |   |  | 10,812.1 |  
|                                          |  |                                      |   |  |                        |   |  |                    |   |  |                     |   |  |                  |   |  |          |  



Reclassifications of
fixed assets for 2003 amounted to 698.3 million, which comprise the acquisition cost of 721.5 million less accumulated depreciation of 23.2 million. The net reclassification comprised of the following items:



| |  |  | A long-term receivable of 7.6 million in Canada was reclassified into fixed assets.
| | - |  | ------------------------------------------------------------------------------------



| |  |  | Biological assets, in the form of free standing trees and amounting to 705.9 million, were reclassified, principally from land, to biological assets (see note 12).
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------



The Groups fixed assets as of December 31,
2003 include capitalized balances for unamortized computer software development costs, interest (at six percent to 11 percent) on the construction of qualifying assets and finance lease assets:



Capitalized Costs



|                           |  |                    |   |  |                     |   |  |                 |   |  |      |   |  |        |   |  |        |  
|-------------------------- |  | ------------------ | - |  | ------------------- | - |  | --------------- | - |  | ---- | - |  | ------ | - |  | ------ | -
|                           |  | As of December 31, |  
|                           |  | ComputerSoftware   |   |  | CapitalizedInterest |   |  | Finance Leases  |  
|                           |  | 2002               |   |  | 2003                |   |  | 2002            |   |  | 2003 |   |  | 2002   |   |  | 2003   |  
|                           |  | ( in millions)    |   |  | ( in millions)     |   |  | ( in millions) |  
|As of January 1            |  | 18.4               |   |  | 36.3                |   |  | 81.4            |   |  | 79.4 |   |  | 818.7  |   |  | 614.4  |  
|Translation difference     |  |                   |   |  | (0.2                | ) |  | (1.3            | ) |  | (1.3 | ) |  | (125.5 | ) |  | (88.5  | )
|Acquisitions and disposals |  |                   |   |  |                    |   |  | (1.2            | ) |  |     |   |  | (24.9  | ) |  | (369.4 | )
|Capitalized in the year    |  | 23.0               |   |  | 18.5                |   |  | 9.0             |   |  | 5.2  |   |  |       |   |  | 21.5   |  
|Charge for the year        |  | (5.1               | ) |  | (7.9                | ) |  | (8.5            | ) |  | (6.2 | ) |  | (53.9  | ) |  | (35.7  | )
|                           |  |                    |   |  |                     |   |  |                 |   |  |      |   |  |        |   |  |        |  
|As of December 31          |  | 36.3               |   |  | 46.7                |   |  | 79.4            |   |  | 77.1 |   |  | 614.4  |   |  | 142.3  |  
|                           |  |                    |   |  |                     |   |  |                 |   |  |      |   |  |        |   |  |        |  



F-36



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Fixed Asset Additions



There was only one material acquisition in 2003, which related to the acquisition of AS Sylvester (see note 4). Total
acquisitions of Group companies amounted to 241.3 million in 2003, compared to 56.3 million in 2002. Of the total consideration, 206.4 million was allocated to the fair value of the fixed assets, compared to 150.4 million in
2002, of which 73.8 million and 26.7 million, respectively, related to goodwill.



Total acquisitions of Group companies in 2001 amounted to 233.6 million, which principally related to buying out minority shareholders in Stora Enso Timber Oy and Stora Enso Suzhou Paper Co. The acquisition
value of the operating fixed assets came to 141.5 million of which 127.5 million related to goodwill.



Capital expenditure in 2003 in Stora Enso Oyj and its subsidiaries amounted to 1,248.2 million, compared to 877.6 million in 2002. The
Groups asset restructuring program and the North American Profit Enhancement Program continued in 2003 and resulted in significant investments. The main investments included the new paper machine no. 4 at Langerbrugge in Belgium (201.1
million), the rebuilding of paper machine no. 6 at Maxau mill in Germany (52.9 million), the rebuilding of paper machine no. 3 at Veitsiluoto in Finland (82.4 million), the new boiler at Kvarnsveden in Sweden (23.6 million), the
folding boxboard asset improvements at Baienfurt in Germany (29.8 million), the modernization of the Varkaus and Kotka sawmills (25.6 million) in Finland, the installation of a thermo-mechanical pump line at Port Hawkesbury mill in
Canada (31.1 million) and phase 1 of rebuilding paper machine no. 26 at Biron mill in the United States.



Capital expenditure in 2002 totaled 877.6 million. The main investments were the new paper machine no. 4 (254.1 million), the rebuild of paper
machine no. 3 (28.6 million) in Langerbrugge mill in Belgium, the completion of paper machine no. 6 in Oulu mill in Finland (16.5 million) and the new Balabanovo Packaging Board mill in Russia (11.4 million).



Capital expenditure in 2001 totaled 857.1 million. The main investments
were the new pulping line no. 3 (134.5 million) and rebuild of board machine no. 5 (11.2 million) in Imatra mill in Finland, the rebuilding of fine paper machine no. 6 (56.7 million) in Oulu mill in Finland, fine paper machine no.
2 (22.1 million) in Uetersen mill in Germany, and newsprint paper machine no. 3 (14.5 million) in Summa mill in Finland. An asset restructuring program to increase competitiveness in the newsprint and magazine paper businesses was also
initiated. The program included the new Langebrugge newsprint production line and biofuel power plant along with the rebuild of paper machine no. 3 in Langerbrugge mill in Belgium, counterbalanced by the retirement of paper machine no. 2 at
Langerbrugge mill in Belgium and paper machine no. 1 at Summa mill in Finland.



Fixed Asset Disposals



|                            |  |                                |  |         |  |      
|--------------------------- |  | ------------------------------ |  | ------- |  | -----
|                            |  | For the year endedDecember 31,
|                            |  | 2001                           |  | 2002    |  | 2003 
|                            |  | ( in millions)               
|Acquisition cost            |  | 694.8                          |  | 1,071.2 |  | 341.7
|Accumulated depreciation    |  | 391.6                          |  | 508.6   |  | 306.6
|                            |  |                                |  |         |  |      
|Net book value of disposals |  | 303.2                          |  | 562.6   |  | 35.1 
|Net gains on disposals      |  | 33.7                           |  | 37.2    |  | 12.4 
|                            |  |                                |  |         |  |      
|Proceeds from disposals     |  | 336.9                          |  | 599.8   |  | 47.5 
|                            |  |                                |  |         |  |      
|Represented by              |  |                                |  |         |  |      
|Cash sales proceeds         |  | 92.6                           |  | 202.4   |  | 47.5 
|Non-cash sales proceeds     |  | 244.3                          |  | 36.8    |  |     
|Group company disposals     |  |                               |  | 360.6   |  |     
|                            |  |                                |  |         |  |      
|Total fixed asset disposals |  | 336.9                          |  | 599.8   |  | 47.5 
|                            |  |                                |  |         |  |      



F-37



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



There were no fixed asset disposals in 2003 other than minor sales in the normal course of
operations. However, steps were taken to divest the greater part of the Groups Swedish forest interests in early 2004.



The main cash proceeds from fixed asset disposals in 2002 consisted of the divestment of the shares in Tornator Oy in Finland for 360.6 million, and
forest assets in the United States for $141.0 million (149.1 million).



The main disposal in 2001 related to the establishment of Billerud AB on January 1, 2001 in a non-cash transaction, whereby the Group transferred both assets and liabilities to the new company in exchange for a 50
percent shareholding therein.



Note 12Biological Assets



Stora Enso adopted IAS 41 Agriculture on January 1, 2003,
which requires Stora Ensos biological assets in the form of standing trees to be fair market valued. At the adoption of IAS 41, the Groups forest assets were measured at fair value, which increased the book value of 705.9 million
to fair value of 1,561.3 million. The revaluation reserve amounted to 855.8 million, which resulted in an increase in equity of 615.4 million after the deduction of deferred tax which, in accordance with IAS 8, was credited
directly to retained earnings.



Periodic future changes
resulting from growth, price and other factors are recorded through the income statement. Operating profit therefore includes an adjustment for the change in value of the standing forest during the year. This change in value comprise changes due to
growth, harvesting and price fluctuations. The result for 2003 includes 116.2 million in respect of the change in fair value, being the growth and price effect, less 104.6 million for harvesting, resulting in a net gain of 11.6
million recorded through the income statement.



As of December
31, 2003, Stora Ensos biological assets had a fair value of 1,587.8 million and were located by value in Sweden (95 percent), Portugal (3.3 percent), Canada (0.1 percent), China (0.3 percent) and Indonesia (1.3 percent). In addition, the
Group has two associated companies that account for their biological assets in accordance with the provisions of IAS:



| |  |  | Tornator Timberland Oy, a 41 percent owned associated company, which acquired the Groups Finnish forest interests in 2002, had biological assets with a fair value of
628.9 million; and
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Veracel Celulosa S.A., a 50 percent owned associated company in Brazil, which has substantial forest plantations with a fair value of 67.4 million. The growing cycle in Brazil
is seven years.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



The effect of the adoption of
IAS 41 in the associated companies amounted to 44.0 million net of deferred tax as of January 1, 2003.



Biological Assets



|                                                    |  |                        |  
|--------------------------------------------------- |  | ---------------------- | -
|                                                    |  | As of December 31,2003 |  
|                                                    |  | ( in millions)        |  
|Assets reclassified from fixed assets (see note 11) |  | 705.9                  |  
|Fair valuation adjustment                           |  | 855.8                  |  
|                                                    |  |                        |  
|Carrying value as of January 1, 2003                |  | 1,561.7                |  
|Transfer difference                                 |  | 8.3                    |  
|Additions                                           |  | 7.2                    |  
|Disposals                                           |  | (1.0                   | )
|Change in fair value                                |  | 116.2                  |  
|Decrease due to harvest                             |  | (104.6                 | )
|                                                    |  |                        |  
|Total biological assets                             |  | 1,587.8                |  
|                                                    |  |                        |  



F-38



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



As of December 31, 2003, the value of the Groups free standing trees was 1,587.8 million,
whereas the total value of the Groups forest assets amounted to 1,705.6 million. Of the difference, 117.8 million is represented by the land under the trees amounting to 98.5 million, and forest roads with a book value of
19.3 million. Forest lands are included under fixed assets in land and the forest roads are included under other tangible assets.



Note 13Associated Companies



Carrying Values



|                                                         |  |                                |   |  |        |   |  |       |  
|-------------------------------------------------------- |  | ------------------------------ | - |  | ------ | - |  | ----- | -
|                                                         |  | For the year endedDecember 31, |  
|                                                         |  | 2001                           |   |  | 2002   |   |  | 2003  |  
|                                                         |  | (in millions)                  |  
|Historical Cost                                          |  |                                |   |  |        |   |  |       |  
|As of January 1                                          |  | 178.2                          |   |  | 251.3  |   |  | 225.3 |  
|Translation difference                                   |  | 0.5                            |   |  | (6.9   | ) |  | (7.0  | )
|Additions                                                |  | 135.6                          |   |  | 1.5    |   |  | 103.5 |  
|Disposal proceeds                                        |  | (62.4                          | ) |  | (185.5 | ) |  | (0.4  | )
|Equity adjustments disposal                              |  |                               |   |  | 60.8   |   |  |      |  
|Income statement  profit on disposal                    |  |                               |   |  | 76.7   |   |  | 0.3   |  
|Subsidiary transfers                                     |  |                               |   |  | 29.2   |   |  | (2.4  | )
|Transfer to available-for-sale investments               |  | (0.6                           | ) |  | (1.8   | ) |  | 0.4   |  
|                                                         |  |                                |   |  |        |   |  |       |  
|Historical cost as of December 31                        |  | 251.3                          |   |  | 225.3  |   |  | 319.7 |  
|                                                         |  |                                |   |  |        |   |  |       |  
|Equity Adjustment to Investments in Associated Companies |  |                                |   |  |        |   |  |       |  
|As of January 1                                          |  | 19.2                           |   |  | 55.4   |   |  | (13.6 | )
|Translation difference                                   |  | (6.3                           | ) |  | (13.6  | ) |  | (1.9  | )
|Disposals                                                |  |                               |   |  | (60.8  | ) |  |      |  
|Effect of adopting IAS 41 Agriculture                    |  |                               |   |  |       |   |  | 44.0  |  
|Share of results before tax                              |  | 79.6                           |   |  | 14.6   |   |  | (23.0 | )
|Dividends received                                       |  | (14.9                          | ) |  | (9.5   | ) |  | (3.2  | )
|Income taxes                                             |  | (23.0                          | ) |  | 0.3    |   |  | 1.7   |  
|Subsidiary transfers                                     |  | 0.8                            |   |  |       |   |  | (4.7  | )
|                                                         |  |                                |   |  |        |   |  |       |  
|Equity adjustment as of December 31                      |  | 55.4                           |   |  | (13.6  | ) |  | (0.7  | )
|                                                         |  |                                |   |  |        |   |  |       |  
|Carrying value of associated companies as of December 31 |  | 306.7                          |   |  | 211.7  |   |  | 319.0 |  
|                                                         |  |                                |   |  |        |   |  |       |  



The main addition in
2003 related to the joint investment together with Stora Ensos Brazilian partner, Aracruz Celulose S.A in Veracel Celulosa S.A. amounting to 98.2 million. The investment relates to a pulp mill project that is taking place in Veracel
Celulosa S.A.



The main addition in 2002 consisted of the
acquisition of a 41 percent holding in Tornator Timberland Oy, a company established in conjunction with Finnish financial institutions, in exchange for the shares in Tornator Forest Oy. In connection with the reorganization of the Finnish forest
assets in July 2002, Stora Enso transferred substantially all of its Finnish forest assets to Tornator Oy and, in December 2002, sold Tornator Oy to Tornator Timberland. The intention is to further reduce the Group interest, but the holding will
continue to be subject to equity accounting until Stora Ensos interest falls below 20 percent.



The main disposal in 2002 related to the disposal of 18.5 million shares in Billerud AB, representing 29.5 percent of Billeruds share capital. The
net sales proceeds amounted to SEK 1,667 million (182.1 million), resulting



F-39



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



in a capital gain of SEK 702 million (76.7 million). The Groups residual holding in Billerud as of December 31, 2002 and 2003 comprise 300,000
shares, valued at 2.9 million and 3.1 million, respectively, which represents 0.5 percent of the share capital and votes. This investment is included under available-for-sale investments.



Principal Associated Companies



|                                                         |  |                    |  |      |  |                |  |      
|-------------------------------------------------------- |  | ------------------ |  | ---- |  | -------------- |  | -----
|                                                         |  | As of December 31,
|                                                         |  | Domicile           |  | 2003 |  | 2002           |  | 2003 
|                                                         |  |                    |  | %    |  | ( in million)
|Company                                                  |  |                    |  |      |  |                |  |      
|Veracel Celulosa S.A                                     |  | Brazil             |  | 50.0 |  | 27.3           |  | 104.7
|Tornator Timberland Oy                                   |  | Finland            |  | 41.0 |  | 29.2           |  | 83.0 
|Sunila Oy                                                |  | Finland            |  | 50.0 |  | 45.3           |  | 44.4 
|Thiele Kaolin Company Inc                                |  | United States      |  | 34.9 |  | 34.1           |  | 37.1 
|Steveco Oy                                               |  | Finland            |  | 34.3 |  | 14.9           |  | 12.5 
|Mitsubishi HiTech Paper Group (Bielefeld & Flensburg)    |  | Germany            |  | 24.0 |  | 22.2           |  | 7.3  
|Holzwerke Wimmer GmbH                                    |  | Germany            |  | 49.0 |  | 6.8            |  | 5.6  
|AS Imavere Saeveski                                      |  | Estonia            |  | N/A  |  | 6.6            |  |     
|                                                         |  |                    |  |      |  |                |  |      
|                                                         |  |                    |  |      |  | 186.4          |  | 294.6
|Others                                                   |  |                    |  |      |  | 25.3           |  | 24.4 
|                                                         |  |                    |  |      |  |                |  |      
|Carrying value of associated companies as of December 31 |  |                    |  |      |  | 211.7          |  | 319.0
|                                                         |  |                    |  |      |  |                |  |      



Related Party
Balances



|                                        |  |                   |  |     
|--------------------------------------- |  | ----------------- |  | ----
|                                        |  | As ofDecember 31,
|                                        |  | 2002              |  | 2003
|                                        |  | ( in millions)  
|Receivables from Associated Companies   |  |                   |  |     
|Long-term loan receivables              |  | 2.8               |  | 34.8
|Trade receivables                       |  | 16.0              |  | 21.6
|Short-term investments and receivables  |  | 6.2               |  | 14.4
|Prepaid expenses and accrued income     |  | 0.6               |  | 0.8 
|Liabilities due to Associated Companies |  |                   |  |     
|Long-term interest bearing liabilities  |  |                  |  |    
|Trade payables                          |  | 11.0              |  | 13.6
|Accrued liabilities and deferred income |  | 0.3               |  | 0.1 



Related Party
Transactions



|                                                |  |                                 |   |  |       |   |  |       |  
|----------------------------------------------- |  | ------------------------------- | - |  | ----- | - |  | ----- | -
|                                                |  | For the year ended December 31, |  
|                                                |  | 2001                            |   |  | 2002  |   |  | 2003  |  
|                                                |  | ( in millions)                 |  
|Sales to associated companies                   |  | 86.2                            |   |  | 119.0 |   |  | 139.6 |  
|Interest on associated company loan receivables |  | 0.1                             |   |  | 0.4   |   |  | 3.1   |  
|Purchases from associated companies             |  | (78.3                           | ) |  | (79.8 | ) |  | (54.2 | )



The Group engages in
transactions with associated companies, such as sales of wood material and purchases of wood, energy and pulp products. All agreements are negotiated at arms length and are conducted on terms that the Group considers customary in the industry
and generally no less favorable than would be available from independent third parties.



F-40



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Note 14Available-for-Sale Investments



The Group has classified its investments into the two categories of held-to-maturity and available-for-sale. All
available-for-sale investments are classified under non-current assets unless they are expected to be realized within 12 months.



Summary of Values



|                                               |  |                                |   |  |       |   |  |       |  
|---------------------------------------------- |  | ------------------------------ | - |  | ----- | - |  | ----- | -
|                                               |  | For the year endedDecember 31, |  
|                                               |  | 2001                           |   |  | 2002  |   |  | 2003  |  
|                                               |  | ( in millions)                |  
|Acquisition cost as of January 1               |  |                                |  
|Listed  listed securities                     |  | 132.3                          |   |  | 138.9 |   |  | 145.2 |  
|Unlisted  shares in other companies           |  | 177.2                          |   |  | 181.0 |   |  | 148.5 |  
|                                               |  |                                |   |  |       |   |  |       |  
|Investments reclassified as available-for-sale |  | 309.5                          |   |  | 319.9 |   |  | 293.7 |  
|Effect of IAS 39: OCI                          |  | 87.1                           |   |  | 58.5  |   |  | 24.0  |  
|                                               |  |                                |   |  |       |   |  |       |  
|Available-for-Sale investments as of January 1 |  | 396.6                          |   |  | 378.4 |   |  | 317.7 |  
|Translation difference                         |  | (0.8                           | ) |  | 0.8   |   |  | 0.1   |  
|Additions                                      |  | 20.5                           |   |  | 12.8  |   |  | 28.4  |  
|Change in fair values (OCI)                    |  | (28.6                          | ) |  | (34.5 | ) |  | 56.5  |  
|Disposal proceeds                              |  | (15.6                          | ) |  | (44.4 | ) |  | (33.3 | )
|Income statement                               |  | 6.3                            |   |  | 2.8   |   |  | (0.9  | )
|Transfer from associated companies             |  |                               |   |  | 1.8   |   |  |      |  
|                                               |  |                                |   |  |       |   |  |       |  
|Carrying amount as of December 31              |  | 378.4                          |   |  | 317.7 |   |  | 368.5 |  
|                                               |  |                                |   |  |       |   |  |       |  



Disposals



|                    |  |                                |  |      |  |      |  
|------------------- |  | ------------------------------ |  | ---- |  | ---- | -
|                    |  | For the year endedDecember 31, | 
|                    |  | 2001                           |  | 2002 |  | 2003 |  
|                    |  | ( in millions)                | 
|Sale proceeds       |  | 15.6                           |  | 44.4 |  | 33.3 |  
|Carrying value      |  | 9.3                            |  | 41.6 |  | 34.2 |  
|                    |  |                                |  |      |  |      |  
|Gain (loss) on sale |  | 6.3                            |  | 2.8  |  | (0.9 | )
|                    |  |                                |  |      |  |      |  



The fair value of
publicly traded securities are based on quoted market prices at the balance sheet date whereas the fair value of other securities are assessed using a variety of methods and assumptions based on market conditions existing at each balance sheet date.
Quoted market prices or dealer quotes for similar or identical securities may be obtained, alternatively, other techniques such as option pricing models and estimated discounted values of future cash flows, may also be used.



F-41



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Unrealized Gains and Losses in Marketable Equity Securities



|                                                |  |                               |   |  |       |  
|----------------------------------------------- |  | ----------------------------- | - |  | ----- | -
|                                                |  | For the yearendedDecember 31, |  
|                                                |  | 2002                          |   |  | 2003  |  
|                                                |  | ( in millions)               |  
|Unrealized holding gains                        |  | 68.4                          |   |  | 92.9  |  
|Unrealized holding losses                       |  | (44.4                         | ) |  | (12.4 | )
|                                                |  |                               |   |  |       |  
|Net unrealized holding gains (OCI)              |  | 24.0                          |   |  | 80.5  |  
|Cost                                            |  | 293.7                         |   |  | 288.0 |  
|                                                |  |                               |   |  |       |  
|Market value                                    |  | 317.7                         |   |  | 368.5 |  
|                                                |  |                               |   |  |       |  
|Net unrealized holding gains (OCI)              |  | 24.0                          |   |  | 80.5  |  
|Deferred tax                                    |  | (7.6                          | ) |  | (24.1 | )
|                                                |  |                               |   |  |       |  
|Unrealized holding gains shown in equity as OCI |  | 16.4                          |   |  | 56.4  |  
|                                                |  |                               |   |  |       |  
|Change for the year in unrealized holding gains |  | (24.3                         | ) |  | 40.0  |  
|                                                |  |                               |   |  |       |  



The fair value of
publicly traded securities are based on quoted market prices at the balance sheet date, whereas the fair value of other securities are assessed using a variety of methods and assumptions based on market conditions existing at each balance sheet
date. Quoted market prices or dealer quotes for similar or identical securities may be obtained, alternatively, other techniques such as option pricing models and estimated discounted values of future cash flows, may also be used.



Principal Available-for-Sale Investments



|                                                             |  |                         |  |                 |  |                 |  |            
|------------------------------------------------------------ |  | ----------------------- |  | --------------- |  | --------------- |  | -----------
|                                                             |  | As of December 31, 2003
|                                                             |  | Holding %               |  | Number ofShares |  | AcquisitionCost |  | MarketValue
|                                                             |  |                         |  |                 |  | (in millions)  
|Listed Securities                                            |  |                         |  |                 |  |                
|Advance Agro PCL, Thailand                                   |  | 18.9                    |  | 100,536,328     |  | 69.1            |  | 62.3       
|Alfred Berg Global B (growth), Finland                       |  | 11.1                    |  | 5,388,051       |  | 4.5             |  | 3.0        
|Alfred Berg Euro Obligaatio Pro B (growth), Finland          |  | 4.0                     |  | 1,219,287       |  | 1.3             |  | 1.4        
|Alfred Berg Europe (growth), Finland                         |  | 5.8                     |  | 6,326,415       |  | 4.0             |  | 4.1        
|Billerud AB, Sweden                                          |  | 0.5                     |  | 300,000         |  | 1.8             |  | 2.9        
|CA-AM Dynarbitrage VaR4, Russia                              |  | 0.3                     |  | 390,000         |  | 2.0             |  | 2.0        
|CPI Group Ltd, Australia (11. 5 percent of voting rights)    |  | 8.5                     |  | 4,784,142       |  | 5.0             |  | 2.4        
|Finnlines Oyj, Finland                                       |  | 5.5                     |  | 1,104,670       |  | 1.9             |  | 31.8       
|FIM Russia (growth), Russia                                  |  | 1.2                     |  | 61,022          |  | 2.0             |  | 2.0        
|Nordea AB, Sweden                                            |  | 0.1                     |  | 3,091,213       |  | 7.3             |  | 18.4       
|Nordea Foresta (growth), Finland                             |  | 4.3                     |  | 5,000,000       |  | 0.8             |  | 1.8        
|Nordea Europa Plus (growth), Finland                         |  | 12.5                    |  | 2,984           |  | 2.0             |  | 2.1        
|Nordea Pro Euro Korko, Finland                               |  | 0.7                     |  | 891,051         |  | 7.8             |  | 7.9        
|Sampo Plc, A series, Finland,                                |  | 1.6                     |  | 8,911,140       |  | 25.7            |  | 74.1       
|Sea Containers Ltd, Bermuda                                  |  | 1.1                     |  | 195,904         |  | 3.2             |  | 2.8        
|Others                                                       |  |                        |  | N/A             |  | 8.8             |  | 8.7        
|                                                             |  |                         |  |                 |  |                 |  |            
|Total listed securities                                      |  |                         |  |                 |  | 147.2           |  | 277.7      
|Unlisted shares                                              |  |                         |  |                 |  | 140.8           |  | 140.8      
|                                                             |  |                         |  |                 |  |                 |  |            
|Total available-for-sale investments as of December 31, 2003 |  |                         |  |                 |  | 288.0           |  | 368.5      
|                                                             |  |                         |  |                 |  |                 |  |            
|Total available-for-sale investments as of December 31, 2002 |  |                         |  |                 |  | 293.7           |  | 317.7      
|                                                             |  |                         |  |                 |  |                 |  |            



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



The difference of 80.5 million as of December 31, 2003, and 24.0 million as of December
31, 2002, between the acquisition cost and market value of the available-for-sale investments represents the OCI Reserve, as shown in note 22.



Note 15Other Non-Current Assets



|                                                                  |  |                    |  |      
|----------------------------------------------------------------- |  | ------------------ |  | -----
|                                                                  |  | As of December 31,
|                                                                  |  | 2002               |  | 2003 
|                                                                  |  | ( in millions)   
|Stora Enso North America Corp.: overfunded pension plan (note 19) |  | 163.4              |  | 124.4
|Others                                                            |  | 77.7               |  | 45.9 
|                                                                  |  |                    |  |      
|Total                                                             |  | 241.1              |  | 170.3
|                                                                  |  |                    |  |      



Note 16Inventories



|                            |  |                    |   |  |         |  
|--------------------------- |  | ------------------ | - |  | ------- | -
|                            |  | As of December 31, |  
|                            |  | 2002               |   |  | 2003    |  
|                            |  | ( in millions)    |  
|Cutting rights              |  | 28.1               |   |  | 14.9    |  
|Materials and supplies      |  | 411.2              |   |  | 393.5   |  
|Work in progress            |  | 91.5               |   |  | 76.2    |  
|Finished goods              |  | 783.5              |   |  | 813.3   |  
|Spare parts and consumables |  | 256.1              |   |  | 299.2   |  
|Other inventories           |  | 23.9               |   |  | 31.9    |  
|Advance payments            |  | 14.0               |   |  | 29.4    |  
|Obsolescence provision      |  | (43.3              | ) |  | (28.6   | )
|Market value provision      |  |                   |   |  | (6.3    | )
|                            |  |                    |   |  |         |  
|Total                       |  | 1,565.0            |   |  | 1,623.5 |  
|                            |  |                    |   |  |         |  



Note 17Receivables



Short-term Receivables



|                                    |  |                    |   |  |         |  
|----------------------------------- |  | ------------------ | - |  | ------- | -
|                                    |  | As of December 31, |  
|                                    |  | 2002               |   |  | 2003    |  
|                                    |  | ( in millions)    |  
|Trade receivables                   |  | 1,526.6            |   |  | 1,461.2 |  
|Provision for doubtful debts        |  | (36.5              | ) |  | (40.6   | )
|Prepaid expenses and accrued income |  | 234.6              |   |  | 109.8   |  
|Other receivables                   |  | 177.7              |   |  | 172.9   |  
|                                    |  |                    |   |  |         |  
|Total                               |  | 1,902.4            |   |  | 1,703.3 |  
|                                    |  |                    |   |  |         |  

---

Receivables falling due after one year are included
in non-current receivables.



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Loan Receivables



|                                                      |  |                    |  |      
|----------------------------------------------------- |  | ------------------ |  | -----
|                                                      |  | As of December 31,
|                                                      |  | 2002               |  | 2003 
|                                                      |  | ( in millions)   
|Restricted U.S. cash balance for cross-border leasing |  | 460.9              |  | 443.6
|Derivative financial instruments (note 22)            |  | 643.0              |  | 277.0
|Other loan receivables                                |  | 467.2              |  | 105.5
|                                                      |  |                    |  |      
|                                                      |  | 1,571.1            |  | 826.1
|                                                      |  |                    |  |      
|Current assets: Receivable within 12 months           |  | 1,090.5            |  | 781.8
|Non-current assets: Receivable after 12 months        |  | 480.6              |  | 44.3 
|                                                      |  |                    |  |      
|Total                                                 |  | 1,571.1            |  | 826.1
|                                                      |  |                    |  |      



Annual interest rates
for loan receivables as of December 31, 2003 ranged from 1.77 percent to 7.1 percent, compared to 1.35 percent to 6.11 percent as of December 31, 2002.



Due to the nature of the Group financial assets, their carrying value is considered to approximate their fair value.



Note 18Shareholders Equity



Under the Companys articles of association, the minimum issued share
capital of the Company is 850 million and the maximum 3,400 million, within the limits of which it may be increased or reduced without amendment to the articles of association. The minimum number of shares that may be issued is 500
million and the maximum number 2,000 million. Series A shares entitle the holder to one vote per share whereas Series R shares entitle the holder to one vote per ten shares with a minimum of one vote, though the nominal value of both shares is the
same. The maximum number of Series A shares is 500 million and Series R shares, 1,600 million, the aggregate not exceeding 2,000 million. Series A shares may be converted into Series R shares at any time at the request of a shareholder. As of
December 31, 2003, the Companys fully paid-up share capital as entered in the Finnish Trade Register was 1,469.3, compared to 1,529.6 million in 2002.



As from 1997, the Finnish Companies Act determined that the individual nominal value of shares would no longer be a fixed
sum, but would instead represent the total value of the issued share capital divided by the number of shares in issue. The current nominal value of each issued share is 1.70, unchanged from the previous year.



The board of directors will propose to the forthcoming annual general meeting
to continue to reduce the registered share capital of the Company by canceling repurchased own shares. The issued share capital will be reduced by not more than five percent, being 73.5 million, through the cancellation of a maximum of
9,100,000 Series A shares and a maximum of 34,000,000 Series R shares, all of which will have been repurchased by the Company under the authorization granted by the annual general meeting 2003 on the basis of the established program for the
repurchase of own shares. As of December 31, 2003, Stora Enso Oyj held treasury shares with an acquisition cost of 258.0 million, comprising 8,100 Series A shares along with 26,181,379 Series R shares, and representing 3.0 percent of the share
capital and 1.1 percent of voting rights. Treasury shares amounted to 314.9 million in 2002.



At the end of 2003, directors and management group members owned 34,175 Series A shares and 2,862,910 Series R shares, representing 0.1 percent of the
total voting rights of the Company, compared to 34,175 Series A shares and 2,895,655 Series R shares in 2002. A full description of Companys option programs, along with full



F-44



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



details of director and executive interests, is included in note 25. As of December 31, 2003, the impact on the issued share capital of these programs,
comprising 567,000 new Series R shares subscribable against warrants, amounted to less than 0.1 percent of both the share capital and voting rights after the exercise of the options.



As of December 31, 2003, shareholder equity amounted to 7,952.9 million
and the market capitalization of Stora Enso was 9.3 billion, compared to 8,034.8 and 9.1 billion, respectively, as of December 31, 2002.



Changes in Share Capital



|                                                                |  |             |   |  |             |   |  |             |  
|--------------------------------------------------------------- |  | ----------- | - |  | ----------- | - |  | ----------- | -
|                                                                |  | Series A    |   |  | Series R    |   |  | Total       |  
|As of January 1, 2001                                           |  | 194,496,456 |   |  | 732,726,810 |   |  | 927,223,266 |  
|Warrants exercised and registered January 5                     |  |            |   |  | 312,000     |   |  | 312,000     |  
|Warrants exercised and registered March 16                      |  |            |   |  | 964,201     |   |  | 964,201     |  
|Cancellation of repurchased shares April 9                      |  | (910,600    | ) |  | (22,260,100 | ) |  | (23,170,700 | )
|Warrants exercised and registered May 29                        |  |            |   |  | 228,000     |   |  | 228,000     |  
|Warrants exercised and registered July 20                       |  |            |   |  | 773,522     |   |  | 773,522     |  
|Conversion of Series A shares to Series R sharesSeptember 17-28 |  | (9,312,271  | ) |  | 9,312,271   |   |  |            |  
|Warrants exercised and registered October 17                    |  |            |   |  | 238,287     |   |  | 238,287     |  
|Warrants exercised and registered November 29                   |  |            |   |  | 184,723     |   |  | 184,723     |  
|                                                                |  |             |   |  |             |   |  |             |  
|As of December 31, 2001                                         |  | 184,273,585 |   |  | 722,479,714 |   |  | 906,753,299 |  
|Warrants exercised and registered January 10                    |  |            |   |  | 1,158,000   |   |  | 1,158,000   |  
|Cancellation of repurchased shares April 3                      |  | (813,200    | ) |  | (7,319,800  | ) |  | (8,133,000  | )
|Conversion of Series A shares to Series R sharesSeptember 16-27 |  | (1,143,700  | ) |  | 1,143,700   |   |  |            |  
|                                                                |  |             |   |  |             |   |  |             |  
|As of December 31, 2002                                         |  | 182,316,685 |   |  | 717,461,614 |   |  | 899,778,299 |  
|Warrants exercised and registered January 9                     |  |            |   |  | 3,000       |   |  | 3,000       |  
|Cancellation of repurchased shares March 31                     |  | (93,800     | ) |  | (35,500,000 | ) |  | (35,593,800 | )
|Conversion of Series A shares to Series R shares June 16        |  | (16,118     | ) |  | 16,118      |   |  |            |  
|Conversion of Series A shares to Series R shares July 15        |  | (1,400      | ) |  | 1,400       |   |  |            |  
|Conversion of Series A shares to Series R shares August 15      |  | (34,200     | ) |  | 34,200      |   |  |            |  
|Conversion of Series A shares to Series R shares September 15   |  | (21,841     | ) |  | 21,841      |   |  |            |  
|Conversion of Series A shares to Series R shares October 15     |  | (502,923    | ) |  | 502,923     |   |  |            |  
|Conversion of Series A shares to Series R shares November 17    |  | (121,166    | ) |  | 121,166     |   |  |            |  
|Conversion of Series A shares to Series R shares December 12    |  | (314,157    | ) |  | 314,157     |   |  |            |  
|Warrants exercised and registered December 12                   |  |            |   |  | 75,000      |   |  |            |  
|                                                                |  |             |   |  |             |   |  |             |  
|As of December 31, 2003                                         |  | 181,211,080 |   |  | 683,051,419 |   |  | 864,262,499 |  
|Warrants exercised and registered January 8                     |  |            |   |  | 27,000      |   |  | 27,000      |  
|Warrants exercised and registered January 15                    |  |            |   |  | 195,000     |   |  | 195,000     |  
|Conversion of Series A shares to Series R shares January 15     |  | (27,906     | ) |  | 27,906      |   |  |            |  
|                                                                |  |             |   |  |             |   |  |             |  
|Shares in issue as of January 15, 2004                          |  | 181,183,174 |   |  | 683,301,325 |   |  | 864,484,499 |  
|                                                                |  |             |   |  |             |   |  |             |  
|Number of votes as of December 31, 2003                         |  | 181,211,080 |   |  | 68,305,141  |   |  | 249,516,221 |  
|Share capital as of December 31, 2003,  million                |  | 308.1       |   |  | 1,161.2     |   |  | 1,469.3     |  
|Share capital as of December 31, 2002,  million                |  | 309.9       |   |  | 1,219.7     |   |  | 1,529.6     |  



Nominal Value for all
shares of the Company is 1.70. In December 2003, 222,000 shares were issued under 1997 bonds with warrants, but these were not registered in the Finnish Trade Register until January 8 and 15, 2004, as shown above. These two issues increased
the total number of shares to the amounts shown above, being the total shares eligible to vote at the annual general meeting.



F-45



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Treasury Shares



|                                          |  |                          |   |  |                   |   |  |             |   |  |       |   |  |        |  
|----------------------------------------- |  | ------------------------ | - |  | ----------------- | - |  | ----------- | - |  | ----- | - |  | ------ | -
|                                          |  | Number of Shares in 2003 |   |  | Cost in  million |  
|                                          |  | Series A                 |   |  | Series R          |   |  | Total       |   |  | 2002  |   |  | 2003   |  
|Shares held as of January 1, 2003         |  | 85,400                   |   |  | 28,257,531        |   |  | 28,342,931  |   |  | 125.5 |   |  | 314.9  |  
|Total shares repurchased in the year      |  | 16,500                   |   |  | 33,471,600        |   |  | 33,488,100  |   |  | 287.3 |   |  | 319.6  |  
|Shares cancelled                          |  | (93,800                  | ) |  | (35,500,000       | ) |  | (35,593,800 | ) |  | (97.4 | ) |  | (376.0 | )
|Shares allocated to Option Programs       |  |                         |   |  | (47,752           | ) |  | (47,752     | ) |  | (0.5  | ) |  | (0.5   | )
|                                          |  |                          |   |  |                   |   |  |             |   |  |       |   |  |        |  
|Total shares held as of December 31, 2003 |  | 8,100                    |   |  | 26,181,379        |   |  | 26,189,479  |   |  | 314.9 |   |  | 258.0  |  
|                                          |  |                          |   |  |                   |   |  |             |   |  |       |   |  |        |  



From time to time, the
Company repurchases outstanding shares based on internal needs or current market conditions.



The annual general meeting on March 20, 2002 decided to reduce the Companys share capital by 60.5 million by canceling 93,800 A shares and 35,500,000 R shares. These shares were repurchased between March
2002 and February 2003 under authorization granted by the previous annual general meeting.



Groups Distributable Equity



As of December 31, 2003, the Groups distributable equity amounted to 2,549.7, compared to 3,203.3 million as of December 31, 2002.



Dividends



During the year ended December 31, 2003, the Company paid a dividend of 387.7 or 0.45 per share, compared to a dividend of 403.6 million
or 0.45 per share during the year ended December 31, 2002.



Note
19Post-employment Benefits



The Group has
established a number of pension plans for its operations throughout the world. In Finland, pension cover since 2001 has been entirely arranged through local insurance companies, whereas in Sweden pension cover is arranged through both insurance
companies and book reserves in accordance with the Swedish PRI/FPG System. Pension arrangements outside Scandinavia are made in accordance local regulations and practice, mostly being defined benefit pension plans with retirement,
disability, death and termination income benefits. The retirement benefits are generally a function of years worked and final salary and are coordinated with national pensions. The Group also has some fully insured plans and defined contribution
plans, the charge to the income statement for the latter amounted to 223.4 million in 2003, 217.1 million in 2002 and 223.1 million in 2001.



Group policy for funding its defined benefit plans is intended to satisfy local statutory funding requirements for tax deductible contributions,
together with adjusting to market rates the discount rates used in actuarial calculations of liability in book reserves. The charge in the income statement for year amounted to 104.5 million, compared to 88.5 million in 2002 and
25.8 million in 2001.



The Group also funds certain other
post-employment benefits in North America relating to retirement medical and life insurance programs. The 2003 charge amounted to 31.4 million, compared to 35.2 million in 2002 and 30.9 million in 2001.



Retirement age for the management of Group companies has been agreed at
between 60 and 65 years and for members of the EMG, 60 years.



F-46



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Pension and Post-Employment Benefit Provisions



|                                                                                  |  |                    |  |           
|--------------------------------------------------------------------------------- |  | ------------------ |  | ----------
|                                                                                  |  | As of December 31,
|                                                                                  |  | 2002               |  | 2003      
|                                                                                  |  | ( in millions)   
|                                                                                  |  | (Restated)         |  | (Restated)
|Defined benefit plans                                                             |  | 523.9              |  | 572.7     
|Other post-employment benefits                                                    |  | 231.7              |  | 214.8     
|Stora Enso North America Corp.: Overfunded pension plan shown in assets (note 15) |  | 163.4              |  | 124.4     
|                                                                                  |  |                    |  |           
|Total Liability                                                                   |  | 919.0              |  | 911.9     
|                                                                                  |  |                    |  |           



Balance Sheet
Reconciliation



|                                |  |                    |   |  |            |  
|------------------------------- |  | ------------------ | - |  | ---------- | -
|                                |  | As of December 31, |  
|                                |  | 2002               |   |  | 2003       |  
|                                |  | ( in millions)    |  
|                                |  | (Restated)         |   |  | (Restated) |  
|Net liability as of January 1   |  | 919.9              |   |  | 919.0      |  
|Translation difference          |  | (37.5              | ) |  | (37.7      | )
|Acquisition                     |  |                   |   |  | 1.3        |  
|Increase                        |  | 118.0              |   |  | 121.7      |  
|Decrease                        |  | (81.4              | ) |  | (92.4      | )
|                                |  |                    |   |  |            |  
|Net liability as of December 31 |  | 919.0              |   |  | 911.9      |  
|                                |  |                    |   |  |            |  



Amounts Recognized
in the Balance Sheet



|                                        |  |                               |   |  |                                |   |  |        |   |  |        |  
|--------------------------------------- |  | ----------------------------- | - |  | ------------------------------ | - |  | ------ | - |  | ------ | -
|                                        |  | As of December 31,            |  
|                                        |  | Defined Benefit Pension Plans |   |  | Other Post-Employment Benefits |  
|                                        |  | 2002                          |   |  | 2003                           |   |  | 2002   |   |  | 2003   |  
|                                        |  | ( in millions)               |   |  | ( in millions)                |  
|                                        |  | (Restated)                    |   |  | (Restated)                     |   |  |        |   |  |        |  
|Present value of funded obligations     |  | 912.5                         |   |  | 815.2                          |   |  | 361.2  |   |  | 417.0  |  
|Present value of unfunded obligations   |  | 732.8                         |   |  | 688.0                          |   |  | 12.9   |   |  | 13.6   |  
|Fair value of plan assets               |  | (727.8                        | ) |  | (640.7                         | ) |  | (18.6  | ) |  | (7.9   | )
|Unrecognized actuarial gains and losses |  | (384.8                        | ) |  | (281.3                         | ) |  | (137.9 | ) |  | (217.0 | )
|Unrecognized prior service cost         |  | (8.8                          | ) |  | (8.5                           | ) |  | 14.1   |   |  | 9.1    |  
|                                        |  |                               |   |  |                                |   |  |        |   |  |        |  
|Net liability in the balance sheet      |  | 523.9                         |   |  | 572.7                          |   |  | 231.7  |   |  | 214.8  |  
|                                        |  |                               |   |  |                                |   |  |        |   |  |        |  



F-47



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Amounts Recognized in the Income Statement



|                                                |  |                               |   |  |                                |   |  |      |   |  |      |  
|----------------------------------------------- |  | ----------------------------- | - |  | ------------------------------ | - |  | ---- | - |  | ---- | -
|                                                |  | As of December 31,            |  
|                                                |  | Defined Benefit Pension Plans |   |  | Other Post-Employment Benefits |  
|                                                |  | 2002                          |   |  | 2003                           |   |  | 2002 |   |  | 2003 |  
|                                                |  | ( in millions)               |   |  | ( in millions)                |  
|                                                |  | (Restated)                    |   |  | (Restated)                     |   |  |      |   |  |      |  
|Current service cost                            |  | 39.1                          |   |  | 39.8                           |   |  | 7.1  |   |  | 5.6  |  
|Interest cost                                   |  | 88.9                          |   |  | 80.8                           |   |  | 24.6 |   |  | 21.5 |  
|Expected return on plan assets                  |  | (55.8                         | ) |  | (41.4                          | ) |  | (2.1 | ) |  | (1.0 | )
|Net actuarial losses (gains) recognized in year |  | 16.3                          |   |  | 25.1                           |   |  | 5.6  |   |  | 6.8  |  
|Settlements                                     |  |                              |   |  |                               |   |  |     |   |  |     |  
|Loss curtailment                                |  |                              |   |  | 0.2                            |   |  |     |   |  | (1.5 | )
|                                                |  |                               |   |  |                                |   |  |      |   |  |      |  
|Total included in personnel expenses            |  | 88.5                          |   |  | 104.5                          |   |  | 35.2 |   |  | 31.4 |  
|                                                |  |                               |   |  |                                |   |  |      |   |  |      |  



The actual return on
plan assets was 86.8 million in 2003, compared to 29.4 million in 2002 and 75.6 million in 2001.



Defined Benefit Plans: Country Assumptions Used in Calculating Benefit Obligations



|                                                      |  |                                 |  |         |  |         |  |        |  |               |  |      |  |      |  |      |  |      |  |     
|----------------------------------------------------- |  | ------------------------------- |  | ------- |  | ------- |  | ------ |  | ------------- |  | ---- |  | ---- |  | ---- |  | ---- |  | ----
|                                                      |  | For the year ended December 31,
|                                                      |  | 2002                            |  | 2003    |  | 2002    |  | 2003   |  | 2002          |  | 2003 |  | 2002 |  | 2003 |  | 2002 |  | 2003
|                                                      |  | Canada                          |  | Finland |  | Germany |  | Sweden |  | United States
|Discount rate %                                       |  | 7.0                             |  | 7.0     |  | 5.5     |  | 5.3    |  | 5.5           |  | 5.5  |  | 5.5  |  | 5.5  |  | 6.8  |  | 6.0 
|Expected return on plan assets %                      |  | 8.5                             |  | 7.5     |  | 5.5     |  | 5.3    |  | 4.5           |  | 4.5  |  | n/a  |  | n/a  |  | 9.0  |  | 8.5 
|Future salary increase %                              |  | 2.0                             |  | 2.0     |  | 4.0     |  | 4.5    |  | 2.8           |  | 2.5  |  | 3.0  |  | 3.0  |  | 5.0  |  | 5.0 
|Future pension increases %                            |  | 1.5                             |  | 1.5     |  | 2.3     |  | 2.3    |  | 1.8           |  | 1.5  |  | 2.0  |  | 2.0  |  | 0.0  |  | 0.0 
|Expected average remaining working years of employees |  | 14.8                            |  | 14.7    |  | 13.0    |  | 13.0   |  | 13.4          |  | 13.1 |  | 14.0 |  | 14.0 |  | 15.5 |  | 15.5



Benefit Plan
Reconciliation



|                                               |  |                                 |   |  |                                |   |  |       |   |  |       |  
|---------------------------------------------- |  | ------------------------------- | - |  | ------------------------------ | - |  | ----- | - |  | ----- | -
|                                               |  | Defined BenefitPension Plans    |   |  | Other Post-Employment Benefits |  
|                                               |  | For the year ended December 31, |  
|                                               |  | 2002                            |   |  | 2003                           |   |  | 2002  |   |  | 2003  |  
|                                               |  | ( in millions)                 |   |  | ( in millions)                |  
|                                               |  | (Restated)                      |   |  | (Restated)                     |   |  |       |   |  |       |  
|Net liability as of January 1                  |  | 469.2                           |   |  | 523.9                          |   |  | 245.0 |   |  | 231.7 |  
|Translation difference                         |  | 34.1                            |   |  | 27.3                           |   |  | (38.8 | ) |  | (37.3 | )
|Acquisition                                    |  |                                |   |  | 1.3                            |   |  |      |   |  |      |  
|Net expense recognized in the income statement |  | 88.5                            |   |  | 104.5                          |   |  | 35.2  |   |  | 31.4  |  
|Contributions paid                             |  | (61.4                           | ) |  | (84.3                          | ) |  | (9.7  | ) |  | (11.0 | )
|Settlements                                    |  | (6.5                            | ) |  |                               |   |  |      |   |  |      |  
|                                               |  |                                 |   |  |                                |   |  |       |   |  |       |  
|Net liability in the balance sheet             |  | 523.9                           |   |  | 572.7                          |   |  | 231.7 |   |  | 214.8 |  
|                                               |  |                                 |   |  |                                |   |  |       |   |  |       |  



F-48



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Benefit Plan Summary by Country



|                                        |  |                                      |   |  |            |   |  |         |   |  |        |   |  |              |   |  |       |   |  |         |  
|--------------------------------------- |  | ------------------------------------ | - |  | ---------- | - |  | ------- | - |  | ------ | - |  | ------------ | - |  | ----- | - |  | ------- | -
|                                        |  | For the year ended December 31, 2003 |  
|                                        |  | Canada                               |   |  | Finland    |   |  | Germany |   |  | Sweden |   |  | UnitedStates |   |  | Other |   |  | Total   |  
|                                        |  | ( in millions)                      |  
|                                        |  |                                      |   |  | (Restated) |   |  |         |   |  |        |   |  |              |   |  |       |   |  |         |  
|Present value of funded obligations     |  | 151.4                                |   |  | 80.5       |   |  | 5.2     |   |  |       |   |  | 1,010.2      |   |  | (15.1 | ) |  | 1,232.2 |  
|Present value of unfunded obligations   |  | 16.9                                 |   |  | 193.0      |   |  | 254.4   |   |  | 237.1  |   |  |             |   |  | 0.2   |   |  | 701.6   |  
|Fair value of plan assets               |  | (139.6                               | ) |  | (61.7      | ) |  | (2.8    | ) |  |       |   |  | (475.6       | ) |  | 31.1  |   |  | (648.6  | )
|Unrecognized actuarial gains and losses |  | (36.3                                | ) |  | (10.9      | ) |  | 3.7     |   |  | (12.7  | ) |  | (441.7       | ) |  | (1.8  | ) |  | (497.7  | )
|                                        |  |                                      |   |  |            |   |  |         |   |  |        |   |  |              |   |  |       |   |  |         |  
|Net liability in the balance sheet      |  | (5.6                                 | ) |  | 200.9      |   |  | 260.5   |   |  | 224.4  |   |  | 92.9         |   |  | 14.4  |   |  | 787.5   |  
|                                        |  |                                      |   |  |            |   |  |         |   |  |        |   |  |              |   |  |       |   |  |         |  
|Represented by                          |  |                                      |   |  |            |   |  |         |   |  |        |   |  |              |   |  |       |   |  |         |  
|Defined Benefit Pension Plans           |  | (15.2                                | ) |  | 200.9      |   |  | 260.5   |   |  | 224.4  |   |  | (110.8       | ) |  | 12.9  |   |  | 572.7   |  
|Other Post-Employment Benefits          |  | 9.6                                  |   |  |           |   |  |        |   |  |       |   |  | 203.7        |   |  | 1.5   |   |  | 214.8   |  
|                                        |  |                                      |   |  |            |   |  |         |   |  |        |   |  |              |   |  |       |   |  |         |  
|Net Liability in the Balance Sheet      |  | (5.6                                 | ) |  | 200.9      |   |  | 260.5   |   |  | 224.4  |   |  | 92.9         |   |  | 14.4  |   |  | 787.5   |  
|                                        |  |                                      |   |  |            |   |  |         |   |  |        |   |  |              |   |  |       |   |  |         |  



Benefit Plan
Summary by Country



|                                        |  |                                      |   |  |            |   |  |         |   |  |        |   |  |              |   |  |       |   |  |         |  
|--------------------------------------- |  | ------------------------------------ | - |  | ---------- | - |  | ------- | - |  | ------ | - |  | ------------ | - |  | ----- | - |  | ------- | -
|                                        |  | For the year ended December 31, 2002 |  
|                                        |  | Canada                               |   |  | Finland    |   |  | Germany |   |  | Sweden |   |  | UnitedStates |   |  | Other |   |  | Total   |  
|                                        |  | ( in millions)                      |  
|                                        |  |                                      |   |  | (Restated) |   |  |         |   |  |        |   |  |              |   |  |       |   |  |         |  
|Present value of funded obligations     |  | 141.4                                |   |  | 100.2      |   |  | 4.6     |   |  |       |   |  | 1,005.6      |   |  | 21.9  |   |  | 1,273.7 |  
|Present value of unfunded obligations   |  | 16.7                                 |   |  | 211.4      |   |  | 264.4   |   |  | 246.1  |   |  |             |   |  | 7.1   |   |  | 745.7   |  
|Fair value of plan assets               |  | (113.7                               | ) |  | (89.0      | ) |  | (2.6    | ) |  |       |   |  | (520.1       | ) |  | (21.0 | ) |  | (746.4  | )
|Unrecognized actuarial gains and losses |  | (40.0                                | ) |  | (35.8      | ) |  | (2.9    | ) |  | (24.4  | ) |  | (413.9       | ) |  | (0.4  | ) |  | (517.4  | )
|                                        |  |                                      |   |  |            |   |  |         |   |  |        |   |  |              |   |  |       |   |  |         |  
|Net liability in the balance sheet      |  | 4.4                                  |   |  | 186.8      |   |  | 263.5   |   |  | 221.7  |   |  | 71.6         |   |  | 7.6   |   |  | 755.6   |  
|                                        |  |                                      |   |  |            |   |  |         |   |  |        |   |  |              |   |  |       |   |  |         |  
|Represented by                          |  |                                      |   |  |            |   |  |         |   |  |        |   |  |              |   |  |       |   |  |         |  
|Defined Benefit Pension Plans           |  | (4.8                                 | ) |  | 186.8      |   |  | 263.5   |   |  | 221.7  |   |  | (149.2       | ) |  | 5.9   |   |  | 523.9   |  
|Other Post-Employment Benefits          |  | 9.2                                  |   |  |           |   |  |        |   |  |       |   |  | 220.8        |   |  | 1.7   |   |  | 231.7   |  
|                                        |  |                                      |   |  |            |   |  |         |   |  |        |   |  |              |   |  |       |   |  |         |  
|Net liability in the balance sheet      |  | 4.4                                  |   |  | 186.8      |   |  | 263.5   |   |  | 221.7  |   |  | 71.6         |   |  | 7.6   |   |  | 755.6   |  
|                                        |  |                                      |   |  |            |   |  |         |   |  |        |   |  |              |   |  |       |   |  |         |  



Note 20Borrowings



In January 2003, Stora Enso signed a new 2.5
billion revolving credit facility agreement with a group of banks. The facility, which has a maturity of five years and a margin of 0.425 percent per annum over Euribor, is for general corporate purposes including the refinancing of existing
syndicated facilities.



Loans from international credit
institutions consist of borrowings with varying maturities, of which the latest bond matures in 2023. The interest rates for the borrowings are either fixed or floating interest rates and ranged from ranging from 1.0 percent to 9.99 percent in 2003
and 2002. The majority of Group loans are denominated in euros, the principal other currencies being Swedish krona and the U.S. dollar. As of December 31, 2003, the Groups unused committed credit facilities totaled 2,500.0, compared to
1,625.1 million in 2002, of which 0 and 286.1 million, respectively, were classified as short-term.



In 2003, Stora Enso repurchased bonds with a nominal value of SEK 110 million (12.1 million) at par and 22.1 million resulting in a loss of
0.7 million.



F-49



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



In 2002, Stora Enso repurchased bonds with a nominal value of SEK 797 million (87.1 million),
resulting in a loss in financial items of SEK 4.7 million (0.5 million), $35 million (37.0 million) at par and 88.0 million resulting in a loss of 2.2 million.



During 2001, Stora Enso repurchased bonds with a nominal value of SEK 924 million (99.3 million) with a gain in
financial items of SEK 10.7 million (1.2 million), $3 million (3.4 million) with a loss of $0.3 (0.3) million and 3 million resulting in a loss of 0.1 million.



Net interest-bearing liabilities amounted to 3,919 million and
3,266.8 million as of December 31, 2003 and 2002, respectively. Net-interest bearing liabilities consisted mostly of long-term interest-bearing debt.



The Company is required to comply with certain covenants within the debt arrangements which include maintaining a minimum level of consolidated net worth
and ensuring that certain indebtedness does not exceed thresholds based on the Companys consolidated net assets. As of December 31, 2003, the Company was in compliance with its debt covenants.



The breakdown of net interest-bearing liabilities and operating capital by
principal country/area is detailed below:



Country/Area
Breakdown



|              |  |                                   |   |  |                   |   |  |          |  |         
|------------- |  | --------------------------------- | - |  | ----------------- | - |  | -------- |  | --------
|              |  | As of December 31,               
|              |  | 2002                              |   |  | 2003              |   |  | 2002     |  | 2003    
|              |  | Net interest- bearing Liabilities |   |  | Operating Capital
|              |  | ( in millions)                   |   |  | ( in millions)  
|Euro area     |  | 337.7                             |   |  | 975.1             |   |  | 6,415.3  |  | 6,421.3 
|Sweden        |  | 1,018.2                           |   |  | 1,183.7           |   |  | 2,773.8  |  | 3,630.4 
|United States |  | 1,693.8                           |   |  | 1,515.7           |   |  | 3,157.1  |  | 2,457.1 
|Canada        |  | (35.4                             | ) |  | 19.4              |   |  | 447.9    |  | 492.5   
|China         |  | 176.0                             |   |  | 129.2             |   |  | 203.6    |  | 157.2   
|UK            |  | (25.4                             | ) |  | (22.5             | ) |  | 24.9     |  | 18.9    
|Other         |  | 101.9                             |   |  | 118.4             |   |  | 249.0    |  | 555.6   
|              |  |                                   |   |  |                   |   |  |          |  |         
|Total         |  | 3,266.8                           |   |  | 3,919.0           |   |  | 13,271.6 |  | 13,733.0
|              |  |                                   |   |  |                   |   |  |          |  |         



Repayment Schedule
of Long-term Debt



|                                                         |  |                    |  |       |  |       |  |        |  |       |  |         |  |        
|-------------------------------------------------------- |  | ------------------ |  | ----- |  | ----- |  | ------ |  | ----- |  | ------- |  | -------
|                                                         |  | As of December 31,
|                                                         |  | 2004               |  | 2005  |  | 2006  |  | 2007   |  | 2008  |  | 2009+   |  | Total  
|                                                         |  | ( in millions)   
|Bond loans                                               |  | 232.9              |  | 37.2  |  | 539.9 |  | 982.8  |  | 92.4  |  | 1,037.3 |  | 2,922.5
|Loans from credit institutions                           |  | 113.3              |  | 87.0  |  | 41.7  |  | 179.0  |  | 36.8  |  | 195.6   |  | 653.4  
|Financial lease liabilities                              |  | 8.0                |  | 8.9   |  | 8.1   |  | 7.9    |  | 15.9  |  | 126.2   |  | 175.0  
|Other long-term liabilities                              |  | 5.3                |  | 3.2   |  | 0.5   |  | 0.3    |  | 0.2   |  | 3.7     |  | 13.2   
|                                                         |  |                    |  |       |  |       |  |        |  |       |  |         |  |        
|Total long-term debt                                     |  | 359.5              |  | 136.3 |  | 590.2 |  | 1170.0 |  | 145.3 |  | 1,362.8 |  | 3,764.1
|                                                         |  |                    |  |       |  |       |  |        |  |       |  |         |  |        
|Current liabilities: repayable within the next 12 months |  |                    |  |       |  |       |  |        |  |       |  |         |  | 359.5  
|                                                         |  |                    |  |       |  |       |  |        |  |       |  |         |  |        
|Long-term liabilities: repayable after 12 months         |  |                    |  |       |  |       |  |        |  |       |  |         |  | 3,404.6
|                                                         |  |                    |  |       |  |       |  |        |  |       |  |         |  |        



Carrying values for
the Groups short-term liabilities are considered to approximate their fair value. The carrying values of long-term debt amounted to 3,404.6 million and 4 525.2 million and fair values to 3,626.1 million and 4,875.7
million, as of December 31, 2003 and 2002, respectively.



F-50



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Bonds Loans in Long-term Debt



|                                       |  |                               |  |                 |  |                  |  |                      |  |                               |  |                                 |  |         |  |      
|-------------------------------------- |  | ----------------------------- |  | --------------- |  | ---------------- |  | -------------------- |  | ----------------------------- |  | ------------------------------- |  | ------- |  | -----
|Issue / Maturity Dates                 |  | Description Of Bond           |  | Interest Rate % |  | Currency of Bond |  | Nominal Value Issued |  | Outstanding As ofDecember 31, |  | Carrying ValueAs of December31,
|                                       |  |                               |  |                 |  |                  |  |                      |  | 2002                          |  | 2003                            |  | 2002    |  | 2003 
|                                       |  |                               |  |                 |  |                  |  | Currency million     |  |  million                    
|Fixed Rate                             |  |                               |  |                 |  |                  |  |                      |  |                               |  |                                 |  |        
|1991-2006                              |  | Series C Senior Notes 2006*   |  | 9.99            |  | $                |  | 50.4                 |  | 44.5                          |  | 37.3                            |  | 42.5    |  | 29.6 
|1993-2004                              |  | Series B Senior Notes 2004*   |  | 7.11            |  | $                |  | 7.0                  |  | 7.0                           |  | 7.0                             |  | 7.1     |  | 5.5  
|1993-2019                              |  | Series C Senior Notes 2019*   |  | 8.60            |  | $                |  | 50.0                 |  | 50.0                          |  | 50.0                            |  | 47.6    |  | 39.6 
|1994-2004                              |  | Swedish Medium Term Note*     |  | 8.00            |  | SEK              |  | 500.0                |  | 50.0                          |  | 50.0                            |  | 5.8     |  | 5.5  
|1996-2006                              |  | Swedish Medium Term Note*     |  | 7.90            |  | SEK              |  | 470.0                |  | 470.0                         |  | 470.0                           |  | 73.0    |  | 61.3 
|1997-2004                              |  | Senior Notes Series A 2004    |  | 6.71            |  | $                |  | 81.0                 |  | 81.0                          |  | 81.0                            |  | 79.5    |  | 63.9 
|1997-2004                              |  | Finnish Serial Bond 1/1997*   |  | 6.00            |  | FIM              |  | 1,484.0              |  | 1,044.0                       |  | 912.7                           |  | 175.6   |  | 153.5
|1997-2007                              |  | Senior Notes Series B 2007    |  | 6.82            |  | $                |  | 102.0                |  | 102.0                         |  | 102.0                           |  | 105.9   |  | 86.3 
|1997-2009                              |  | Senior Notes Series C 2009    |  | 6.90            |  | $                |  | 48.5                 |  | 48.5                          |  | 48.5                            |  | 51.0    |  | 41.3 
|1997-2012                              |  | Senior Notes Series C 2012    |  | 7.00            |  | $                |  | 22.5                 |  | 22.5                          |  | 22.5                            |  | 23.6    |  | 19.2 
|1997-2017                              |  | Senior Notes Series E 2017    |  | 7.14            |  | $                |  | 23.0                 |  | 23.0                          |  | 23.0                            |  | 20.7    |  | 17.3 
|1997-2017                              |  | Euro Medium Term Note*        |  | 4.105           |  | JPY              |  | 10,000.0             |  | 10,000.0                      |  | 10,000.0                        |  | 80.4    |  | 74.0 
|1998-2009                              |  | Swedish Medium Term Note*     |  | 4.00            |  | SEK              |  | 264.4                |  | 250.0                         |  | 250.0                           |  | 28.8    |  | 28.8 
|1998-2009                              |  | Senior Notes Series F 2009    |  | 6.93            |  | $                |  | 30.0                 |  | 30.0                          |  | 30.0                            |  | 31.3    |  | 25.4 
|1998-2018                              |  | Senior Notes Series G 2018    |  | 7.24            |  | $                |  | 65.0                 |  | 65.0                          |  | 65.0                            |  | 57.4    |  | 47.9 
|1998-2023                              |  | Senior Notes Series H 2023    |  | 7.30            |  | $                |  | 65.0                 |  | 65.0                          |  | 65.0                            |  | 56.5    |  | 47.1 
|1999-2006                              |  | Swedish Medium Term Note*     |  | 5.90            |  | SEK              |  | 500.0                |  | 43.0                          |  | 43.0                            |  | 4.6     |  | 4.7  
|1999-2008                              |  | Swedish Fixed Real Rate*      |  | 4.00            |  | SEK              |  | 105.3                |  | 100.0                         |  | 100.0                           |  | 9.5     |  | 9.7  
|2000-2006                              |  | Euro Medium Term Note*        |  | 6.25            |  | SEK              |  | 2,000.0              |  | 2,000.0                       |  | 2,000.0                         |  | 228.3   |  | 231.1
|2000-2007                              |  | Euro Bond 6.375 % Notes 2007* |  | 6.375           |  |                 |  | 850.0                |  | 850.0                         |  | 850.0                           |  | 842.2   |  | 846.0
|2000-2007                              |  | Euro Medium Term Note*        |  | 6.90            |  | SEK              |  | 200.0                |  | 200.0                         |  | 200.0                           |  | 21.8    |  | 22.0 
|2001-2006                              |  | Euro Medium Term Note*        |  | 6.25            |  | SEK              |  | 2,000.0              |  | 2,000.0                       |  | 2,000.0                         |  | 231.0   |  | 230.8
|2001-2011                              |  | Global 7.375 % Notes 2011*    |  | 7.375           |  | $                |  | 750.0                |  | 750.0                         |  | 750.0                           |  | 817.2   |  | 690.0
|Loans matured and extinguished in 2003 |  |                               |  |                 |  |                  |  |                      |  |                               |  | 218.0                           |  |       
|                                       |  |                               |  |                 |  |                  |  |                      |  |                               |  |                                 |  |         |  |      
|Total fixed rate bond loans            |  |                               |  |                 |  |                  |  |                      |  |                               |  | 3,259.3                         |  | 2,780.5
|                                       |  |                               |  |                 |  |                  |  |                      |  |                               |  |                                 |  |         |  |      
|Floating Rate                          |  |                               |  |                 |  |                  |  |                      |  |                               |  |                                 |  |        
|1997-2007                              |  | Euro Medium Term Note*        |  | Libor+0.35      |  | FIM              |  | 110.0                |  | 110.0                         |  |                                 |  | 18.5    |  | 18.5 
|1998-2008                              |  | Euro Medium Term Note*        |  | Libor+0.35      |  | $                |  | 30.0                 |  | 30.0                          |  |                                 |  | 28.6    |  | 23.8 
|1998-2008                              |  | Euro Medium Term Note*        |  | Libor+0.33      |  | $                |  | 40.0                 |  | 40.0                          |  |                                 |  | 38.1    |  | 31.7 
|1999-2005                              |  | Swedish Medium Term Note*     |  | Stibor+0.58     |  | SEK              |  | 300.0                |  | 300.0                         |  |                                 |  | 32.7    |  | 33.0 
|2000-2007                              |  | Swedish Medium Term Note*     |  | Euribor+0.75    |  |                 |  | 10.0                 |  | 10.0                          |  |                                 |  | 10.0    |  | 10.0 
|2000-2010                              |  | Euro Medium Term Note*        |  | Euribor+0.8     |  |                 |  | 25.0                 |  | 25.0                          |  |                                 |  | 25.0    |  | 25.0 
|Loans matured and extinguished in 2003 |  |                               |  |                 |  |                  |  |                      |  |                               |  | 12.0                            |  |       
|                                       |  |                               |  |                 |  |                  |  |                      |  |                               |  |                                 |  |         |  |      
|Total floating rate bond loans         |  |                               |  |                 |  |                  |  |                      |  |                               |  | 164.9                           |  | 142.0  
|                                       |  |                               |  |                 |  |                  |  |                      |  |                               |  |                                 |  |         |  |      
|Total bond loans                       |  |                               |  |                 |  |                  |  |                      |  |                               |  | 3,424.2                         |  | 2,922.5
|                                       |  |                               |  |                 |  |                  |  |                      |  |                               |  |                                 |  |         |  |      

* Parent company liabilities



F-51



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Short-term Borrowings



|                                                             |  |                    |  |         |  
|------------------------------------------------------------ |  | ------------------ |  | ------- | -
|                                                             |  | As of December 31, | 
|                                                             |  | 2002               |  | 2003    |  
|                                                             |  | ( in millions)    | 
|Short-term loans                                             |  | 272.5              |  | 929.1   |  
|Derivative financial instruments (note 22)                   |  | 71.4               |  | (19.1   | )
|U.S. finance lease terminal liability (see below and note 8) |  |                   |  | 500.1   |  
|                                                             |  |                    |  |         |  
|                                                             |  | 343.9              |  | 1,410.1 |  
|                                                             |  |                    |  |         |  



The receivable for
financial derivatives is shown by deduction as it offsets long-term debt. The finance lease liability consists of 446.2 million of principal and the provision of 53.9 million for termination costs.



The Groups short-term loans as of December 31, 2003 were principally
denominated in euros (30.0 percent), Chinese renminbi (7.2 percent) and SEK (53.3 percent), with maturities between two days and ten months. Short-term loans also include commercial paper with applicable weighted average interest rates of 2.2
percent and 3.4 percent as of December 31, 2003 and 2002, respectively.



Finance Lease Liabilities



As of December 31,
2002, Stora Enso had a number of finance leasing agreements for machinery and equipment for which the acquisition cost of 614.4 million was included in machinery and equipment for which the accumulated depreciation amounted to 53.9
million. The aggregate leasing payments in 2002 amounted to 76.6 million, the interest element being 34.3 million.



The principal lease liability in 2002 consisted of a portfolio of finance leases entered into in 1996 with a group of UK banks to finance paper machine
no. 16 at Wisconsin Rapids pulp mill and paper machine no. 26 at Biron mill in the United States. However, as of December 31, 2003, Stora Enso North America Inc. was in the process of terminating these leases as a consequence of changes in the
interpretation of UK leasing tax rules (see note 7). All amounts due under these leases have been reclassified from finance lease liabilities to current interest-bearing liabilities. The transaction is scheduled to be completed in early 2004, when
the UK banks will formerly offset the restricted cash balance of 443.6, shown in note 17, against the principal of the debt, with the Group paying over an amount for the additional costs as final settlement.



In 2003, a new leasing commitment of 21.5 million relating to buildings
was incurred by the Danish merchant subsidiary of the Company. As of December 31, 2003, the remaining capitalized values relating to finance leasing agreements for buildings, machinery and equipment amounted to 142.3 million, the depreciation
for the year being 35.7 million (see note 11).



The
aggregate leasing payments in 2002 amounted to 35.1 million, the interest charge on the outstanding principal element being 30.2 million.



F-52



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Finance Lease Liabilities



|                                           |  |                    |   |  |        |  
|------------------------------------------ |  | ------------------ | - |  | ------ | -
|                                           |  | As of December 31, |  
|                                           |  | 2002               |   |  | 2003   |  
|                                           |  | ( in millions)    |  
|Minimum lease payments                     |  |                    |   |  |        |  
|Less than 1 year                           |  | 78.1               |   |  | 19.3   |  
|12 years                                  |  | 78.9               |   |  | 21.7   |  
|23 years                                  |  | 75.7               |   |  | 17.8   |  
|34 years                                  |  | 48.4               |   |  | 17.8   |  
|45 years                                  |  | 49.9               |   |  | 17.8   |  
|Over 5 years                               |  | 841.2              |   |  | 222.6  |  
|                                           |  |                    |   |  |        |  
|                                           |  | 1,172.2            |   |  | 317.0  |  
|Future finance charges                     |  | (500.0             | ) |  | (142.0 | )
|                                           |  |                    |   |  |        |  
|Present value of finance lease liabilities |  | 672.2              |   |  | 175.0  |  
|                                           |  |                    |   |  |        |  
|Present Value of finance Lease Liabilities |  |                    |   |  |        |  
|Less than 1 year                           |  | 74.9               |   |  | 18.5   |  
|12 years                                  |  | 67.1               |   |  | 20.2   |  
|23 years                                  |  | 59.4               |   |  | 14.9   |  
|34 years                                  |  | 35.0               |   |  | 13.7   |  
|45 years                                  |  | 33.5               |   |  | 12.6   |  
|Over 5 years                               |  | 402.3              |   |  | 95.1   |  
|                                           |  |                    |   |  |        |  
|                                           |  | 672.1              |   |  | 175.0  |  
|                                           |  |                    |   |  |        |  

---

Annual repayments of principal are shown above in the
repayment schedule of long-term debt.



Note 21Other Current
Liabilities and Other Provisions



Other Current
Liabilities



|                                        |  |                    |  |        
|--------------------------------------- |  | ------------------ |  | -------
|                                        |  | As of December 31,
|                                        |  | 2002               |  | 2003   
|                                        |  | ( in millions)   
|Advances received                       |  | 5.2                |  | 21.0   
|Trade payables                          |  | 824.1              |  | 770.6  
|Other current liabilities               |  | 234.1              |  | 196.6  
|Accrued liabilities and deferred income |  | 484.5              |  | 519.6  
|Current portion of provisions           |  |                   |  | 30.5   
|                                        |  |                    |  |        
|Total                                   |  | 1,547.9            |  | 1,538.3
|                                        |  |                    |  |        

---

Accrued liabilities and deferred income consist
mainly of personnel costs, customer discounts, and other accruals.



F-53



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Other Provisions



|                                                 |  |                 |   |  |                |   |  |                 |   |  |       |  
|------------------------------------------------ |  | --------------- | - |  | -------------- | - |  | --------------- | - |  | ----- | -
|                                                 |  | Environmental   |   |  | Reorganization |   |  | OtherObligatory |   |  | Total |  
|                                                 |  | ( in millions) |  
|Carrying value as of January 1, 2002             |  | 57.5            |   |  | 21.7           |   |  | 74.4            |   |  | 153.6 |  
|Translation difference                           |  | 0.6             |   |  | 0.1            |   |  | 0.4             |   |  | 1.1   |  
|Charge in income statement                       |  |                 |   |  |                |   |  |                 |   |  |       |  
|New provisions                                   |  | 2.0             |   |  | 33.9           |   |  | 50.9            |   |  | 86.8  |  
|Increase in existing provisions                  |  | 6.7             |   |  | 0.8            |   |  | 3.3             |   |  | 10.8  |  
|Reversal of existing provisions                  |  | (0.7            | ) |  |               |   |  |                |   |  | (0.7  | )
|Payments                                         |  | (11.6           | ) |  | (31.8          | ) |  | (13.7           | ) |  | (57.1 | )
|                                                 |  |                 |   |  |                |   |  |                 |   |  |       |  
|Carrying value as of December 31, 2002           |  | 54.5            |   |  | 24.7           |   |  | 115.3           |   |  | 194.5 |  
|Translation difference                           |  | (0.1            | ) |  | 0.1            |   |  | 0.1             |   |  | 0.1   |  
|Reclassification                                 |  |                |   |  |               |   |  | (76.2           | ) |  | (76.2 | )
|Charge in income statement                       |  |                 |   |  |                |   |  |                 |   |  |       |  
|New provisions                                   |  |                |   |  | 53.2           |   |  | 1.6             |   |  | 54.8  |  
|Increase in existing provisions                  |  | 1.8             |   |  |               |   |  | 2.0             |   |  | 3.8   |  
|Reversal of existing provisions                  |  | (4.6            | ) |  |               |   |  | (4.6            | ) |  | (9.2  | )
|Payments                                         |  | (4.4            | ) |  | (29.4          | ) |  | (6.4            | ) |  | (40.2 | )
|                                                 |  |                 |   |  |                |   |  |                 |   |  |       |  
|Carrying value as of December 31, 2003           |  | 47.2            |   |  | 48.6           |   |  | 31.8            |   |  | 127.6 |  
|                                                 |  |                 |   |  |                |   |  |                 |   |  |       |  
|Current liabilities: payable within 12 months    |  | 4.8             |   |  | 25.7           |   |  |                |   |  | 30.5  |  
|Non-current liabilities: payable after 12 months |  | 42.4            |   |  | 22.9           |   |  | 31.8            |   |  | 97.1  |  
|                                                 |  |                 |   |  |                |   |  |                 |   |  |       |  
|                                                 |  | 47.2            |   |  | 48.6           |   |  | 31.8            |   |  | 127.6 |  
|                                                 |  |                 |   |  |                |   |  |                 |   |  |       |  



Reorganization Provisions



Stora Enso North America Fixed-Cost Reduction Program



In 2003, Stora Enso North America announced the extension
of its profit enhancement program of August 2002. The new program includes a reduction in Stora Enso North Americas total workforce of approximately 12 percent or 700 employees, by mid-2005. At the end of 2003, Stora Enso employed 5,669 people
in North America, but after the program has been fully implemented, numbers will be approximately 5,000, compared to 7,300 at the time of the acquisition of Consolidated Papers in 2000. A restructuring charge of 24.6 million ($27.4 million)
was recorded in 2003. As of December 31, 2003, the remaining provision amounted to 15.1 million.



Corbehem Mill Restructuring Program



Stora Enso launched a restructuring program at Corbehem mill in France in 2003 to secure the sites long-term competitiveness in continuing depressed
market conditions. The program includes a major reorganization of the whole mill, including a decrease of some 160 permanent positions by 2006, a variable-cost reduction plan and investments in paper machine no. 5. A provision of 15.3 million
was made as of September 30, 2003, of which 14.2 million related to redundancy payments and 1.1 million to other costs; 6.9 million was outstanding as of December 31, 2003.



Nymölla Mill, Sweden



The restructuring provision of 2.0 million as of December 31, 2002
related to the closing down of a coating machine in early 2002 and related to the termination of 70 employees. This provision has subsequently been affected by a further reorganization whereby additional restructuring provision has been recorded for
termination of approximately 90 employees. As of December 31, 2003, the provision amounted to 6.2 million.



F-54



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Port Hawkesbury Mill, Nova Scotia, Canada



A provision of 4.9 million as of December 31, 2003 was recorded in
late 2003 for severance and related benefits related to workforce downsizing of approximately 135 employees.



Papyrus GB Ltd



In May 2002, Stora Enso closed down its United Kingdom merchant operations, Papyrus GB Ltd, as it had not proved possible to reach a satisfactory level of
profitability in recent years despite extensive rationalization. A restructuring charge of 25.1 million was recorded in 2002 for the exit costs, of which 9.5 million related to termination of employees staff and 15.6 million to
lease terminations and asset write-downs. As of December 31, 2003, the remaining provision, which mainly related to pension liabilities, amounted to 4.8 million, compared to 5.9 million as of December 31, 2002.



Summa Paper Mill, Finland



As part of its asset improvement plan, the Group closed down paper machine
no. 1 at Summa mill in Finland, charging restructuring costs of 8.8 million in 2002, of which 3.4 million related to termination of employees and 5.4 million to site clean-up and restoration costs and inventory write-downs. As of
December 31, 2003, the remaining provision amounted to 2.8 million.



Environmental Remediation



The provision for
environmental remediation amounted to 47.2 million as of December 31, 2003, compared to 54.5 million as of December 31, 2002, and largely related to the removal of mercury and other contaminants from sites in Sweden and Finland:



| |  |  | Following an agreement between Stora Enso and the City of Falun, the Group is obliged to clean up pollution to the area caused by the original Kopparburg mine. The provision
amounted to 12.9 million in 2003, compared to 12.8 million in 2002.
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | A provision of 10.4 million as of December 31, 2003, related to costs for removing mercury from the harbor basin at Skutskär. The provision amounted to 11.4 million
as of December 31, 2002.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | The site of Skoghall mill contains ground pollutants that must be eliminated. The provision related to these costs amounted to 10.9 million in 2003, compared to 11.5
million in 2002.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | There are further five cases in Finland where the total provision amounted to 9.1 in 2003, compared to 10.4 million in 2002; the largest relates to pollution in the
vicinity of Patenniemi sawmill amounting to 5.1 million in 2003 and 3.4 million in 2002.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



F-55



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Note 22Financial Instruments



Shareholders EquityOther Comprehensive Income (OCI)



Other comprehensive income comprises hedging reserve and a reserve for
available-for-sale investments. The following table presents changes in these reserves for the year ended December 31, 2003:



OCI Reserves



|                                            |  |                  |   |  |                           |   |  |                  |   |  |       |   |  |        |  
|------------------------------------------- |  | ---------------- | - |  | ------------------------- | - |  | ---------------- | - |  | ----- | - |  | ------ | -
|                                            |  | Hedging Reserve  |   |  | Available-for-SaleReserve |   |  | TotalOCIReserves |  
|                                            |  | ForwardContracts |   |  | CommodityHedges           |   |  | Total            |   |  |      
|                                            |  | ( in millions)  |  
|OCI as of January 1, 2003                   |  |                  |   |  |                           |   |  |                  |   |  |       |   |  |        |  
|Gains and losses from changes in fair value |  | 51.7             |   |  | 253.8                     |   |  | 305.5            |   |  | 24.0  |   |  | 329,5  |  
|Deferred taxes                              |  | (15.0            | ) |  | (73.5                     | ) |  | (88.5            | ) |  | (7.6  | ) |  | (96.1  | )
|                                            |  |                  |   |  |                           |   |  |                  |   |  |       |   |  |        |  
|                                            |  | 36.7             |   |  | 180.3                     |   |  | 217.0            |   |  | 16.4  |   |  | 233.4  |  
|                                            |  |                  |   |  |                           |   |  |                  |   |  |       |   |  |        |  
|Net change in OCI in 2003                   |  |                  |   |  |                           |   |  |                  |   |  |       |   |  |        |  
|Gains and losses from changes in fair value |  | (40.1            | ) |  | (182.3                    | ) |  | (222.4           | ) |  | 56.5  |   |  | (165.9 | )
|Deferred taxes                              |  | 11.2             |   |  | 52.4                      |   |  | 63.6             |   |  | (16.5 | ) |  | 47.1   |  
|                                            |  |                  |   |  |                           |   |  |                  |   |  |       |   |  |        |  
|                                            |  | (28.9            | ) |  | (129.9                    | ) |  | (158.8           | ) |  | 40.0  |   |  | (118.8 | )
|                                            |  |                  |   |  |                           |   |  |                  |   |  |       |   |  |        |  
|OCI as of December 31, 2003                 |  |                  |   |  |                           |   |  |                  |   |  |       |   |  |        |  
|Gains and losses from changes in fair value |  | 11.6             |   |  | 71.5                      |   |  | 83.1             |   |  | 80.5  |   |  | 163.6  |  
|Deferred taxes                              |  | (3.8             | ) |  | (21.1                     | ) |  | (24.9            | ) |  | (24.1 | ) |  | (49.0  | )
|                                            |  |                  |   |  |                           |   |  |                  |   |  |       |   |  |        |  
|                                            |  | 7.8              |   |  | 50.4                      |   |  | 58.2             |   |  | 56.4  |   |  | 114.6  |  
|                                            |  |                  |   |  |                           |   |  |                  |   |  |       |   |  |        |  

---

The gain on derivative financial instruments
designated as cash flow hedges that was realized from OCI through the Income Statement amounted to 225.4 million in 2003 (70.1 million in 2002).



The hedging reserve as of December 31, 2003, includes a deferred loss on an interest rate swap amounting of 19.0 million for Stora Ensos
wholly-owned subsidiary Bergvik Skog AB. This amount relates to a fair value loss on the effective hedge of Bergvik Skog ABs forecasted debt issue denominated in Swedish Krona, which is estimated to take place in early 2004.



The estimated net amount of unrealized gains and losses expected to be
reclassified into earnings within the next twelve months amounted to 72.0 million as of December 31, 2003, compared to 256.3 million in 2002, of which 30.6 million and 51.7 million, respectively, related to currency hedges
and 41.4 million and 204.6 million, respectively, to commodity hedges.



Hedging of Net Investment in Foreign Entities



Group policy for translation risk exposure is to minimize this by funding assets, whenever possible and economically viable, in the same currency, but if matching of the assets and liabilities in the same currency is
not possible, hedging of the remaining translation risk may take place. The gains and losses, net of tax, on effective hedges of net investments are recorded against the cumulative translation adjustment. The net amount of gains recorded through the
cumulative translation account for the year ended December 31, 2003 amounted to 106.2 million, compared to 306.1 million in 2002.



F-56



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Hedging of Net Investment in Foreign Entities



|                           |  |                          |  |                 |  |                     |  |         |  |       |  |      
|-------------------------- |  | ------------------------ |  | --------------- |  | ------------------- |  | ------- |  | ----- |  | -----
|                           |  | As of December 31,      
|                           |  | 2002                     |  | 2003            |  | 2002                |  | 2003    |  | 2002  |  | 2003 
|                           |  | Nominal amount           |  | Nominal amount  |  | UnrealizedGain/Loss
|                           |  | (currency inmillions)(1) |  | ( in millions)
|Forward Exchange Contracts |  |                          |  |                 |  |                     |  |         |  |       |  |      
|Canada                     |  | 852.0                    |  | 750.0           |  | 514.8               |  | 462.0   |  | 29.4  |  | 27.9 
|Sweden                     |  | 3,005.0                  |  | 4,345.0         |  | 328.3               |  | 478.5   |  | 1.2   |  | 4.1  
|United Kingdom             |  | 28.0                     |  | 28.0            |  | 43.0                |  | 39.7    |  | 0.3   |  | 0.3  
|United States              |  |                         |  |                |  |                    |  |        |  |      |  |     
|                           |  |                          |  |                 |  |                     |  |         |  |       |  |      
|                           |  |                         |  |                |  | 886.1               |  | 980.2   |  | 30.9  |  | 32.3 
|Borrowings                 |  |                          |  |                 |  |                     |  |         |  |       |  |      
|United States              |  | 1,023.0                  |  | 830.0           |  | 975.5               |  | 657.2   |  | 128.4 |  | 240.0
|                           |  |                          |  |                 |  |                     |  |         |  |       |  |      
|Total Hedging              |  |                          |  |                 |  | 1,861.6             |  | 1,637.4 |  | 159.3 |  | 272.3
|                           |  |                          |  |                 |  |                     |  |         |  |       |  |      

---

|(1) |  | The currencies are: Canadian dollar in case of Canada, Swedish krona in case of Sweden, British pound sterling in case of the United Kingdom, and U.S. dollar in case of the United
States.
|--- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Fair Values of Financial Instruments



Derivative financial instruments are recorded on the
balance sheet at their fair values, defined as the amount at which the instrument could be exchanged between willing parties in a current transaction, other than in a liquidation or forced sale. The fair values of such financial items have been
estimated on the following basis:



| |  |  | Currency option contract values are calculated using year-end market rates together with common option pricing models, the fair values being implicit in the resulting carrying
amounts.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | The carrying amounts of foreign exchange forward contracts are calculated using year-end market rates and thus they approximate fair values.
| | - |  | --------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | The fair values of interest rate swaps have been calculated using a discounted cash flow analysis.
| | - |  | --------------------------------------------------------------------------------------------------



| |  |  | Swaption contract fair values are calculated using year-end interest rates together with common option pricing models, the fair values being implicit in the resulting carrying
amounts.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Cross currency swaps are fair valued using discounted cash flow analysis and year-end foreign exchange rates.
| | - |  | -------------------------------------------------------------------------------------------------------------



| |  |  | The fair values of interest rate futures have been calculated by using either a discounted cash flow analysis or quoted market prices on future exchanges.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Commodity contract fair values are computed with reference to quoted market prices on future exchanges.
| | - |  | -------------------------------------------------------------------------------------------------------



| |  |  | The fair values of commodity options are calculated using year-end market rates together with common option pricing models, the fair values being implicit in the resulting carrying
amounts.
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | The fair values of total return (equity) swaps are calculated using year-end equity prices as well as year-end interest rates.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------



| |  |  | The Group had no outstanding embedded derivatives as of either December 31, 2002 or 2003.
| | - |  | -----------------------------------------------------------------------------------------



F-57



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Fair Value Hedge Gains and Losses in the Income Statement



|                                                                                  |  |                                 |   |  |       |  
|--------------------------------------------------------------------------------- |  | ------------------------------- | - |  | ----- | -
|                                                                                  |  | For the year ended December 31, |  
|                                                                                  |  | 2002                            |   |  | 2003  |  
|                                                                                  |  | (in millions)                   |  
|Net gains (losses) on qualifying hedges, incl. fair value changes in hedged items |  | 1.8                             |   |  | (9.8  | )
|Net gains (losses) on non-qualifying hedges                                       |  | 26.3                            |   |  | (11.2 | )
|Net gains (losses) on total return swaps                                          |  | (78.5                           | ) |  | 20.8  |  
|                                                                                  |  |                                 |   |  |       |  
|Net fair value losses in net financial items                                      |  | (50.4                           | ) |  | (0.2  | )
|                                                                                  |  |                                 |   |  |       |  



Hedge Ineffectiveness in Net
Financial Items



|                              |  |                                |   |  |     
|----------------------------- |  | ------------------------------ | - |  | ----
|                              |  | For the year endedDecember 31,
|                              |  | 2002                           |   |  | 2003
|                              |  | (in millions)                 
|Forward exchange contracts    |  | 41.8                           |   |  | 13.7
|Commodity contracts           |  | (1.1                           | ) |  | 2.6 
|                              |  |                                |   |  |     
|Total hedging ineffectiveness |  | 40.7                           |   |  | 16.3
|                              |  |                                |   |  |     



Fair Values of Derivative Financial
Instruments



|                      |  |                    |   |      |                      |  |                      |   |  |                 |  
|--------------------- |  | ------------------ | - | ---- | -------------------- |  | -------------------- | - |  | --------------- | -
|                      |  | As of December 31, |  
|                      |  | 2002               |   | 2003 |                     
|                      |  | Net Fair Values    |   |      | Positive Fair Values |  | Negative Fair Values |   |  | Net Fair Values |  
|                      |  | ( in millions)    |  
|Interest rate swaps   |  | 202.8              |   |      | 129.5                |  | (22.7                | ) |  | 106.8           |  
|Interest rate options |  |                   |   |      | 0.5                  |  | 0.0                  |   |  | 0.5             |  
|Cross currency swaps  |  | (21.6              | ) |      | 2.4                  |  | (13.4                | ) |  | (11.0           | )
|Forward contracts     |  | 180.3              |   |      | 179.2                |  | (6.4                 | ) |  | 172.8           |  
|Currency options      |  |                   |   |      | 1.3                  |  | (0.6                 | ) |  | 0.7             |  
|Commodity contracts   |  | 252.4              |   |      | 72.1                 |  | (0.6                 | ) |  | 71.5            |  
|Total return swaps    |  | (55.5              | ) |      | 9.3                  |  | (45.3                | ) |  | (36.0           | )
|                      |  |                    |   |      |                      |  |                      |   |  |                 |  
|Total                 |  | 558.4              |   |      | 394.3                |  | (89.0                | ) |  | 305.3           |  
|                      |  |                    |   |      |                      |  |                      |   |  |                 |  

---

Positive and negative fair values of financial
instruments are included under interest-bearing receivables, liabilities and long-term debt.



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STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Nominal Values of Derivative Financial Instruments



|                               |  |                    |  |        
|------------------------------ |  | ------------------ |  | -------
|                               |  | As of December 31,
|                               |  | 2002               |  | 2003   
|                               |  | ( in millions)   
|Interest Rate Derivatives      |  |                    |  |        
|Interest rate swaps            |  |                    |  |        
|Maturity under 1 year          |  | 109.3              |  | 113.7  
|Maturity 25 years             |  | 922.8              |  | 1,080.4
|Maturity 610 years            |  | 1,088.1            |  | 1,439.2
|                               |  |                    |  |        
|                               |  | 2,120.2            |  | 2,633.3
|Interest rate options          |  |                   |  | 23.8   
|                               |  |                    |  |        
|Total                          |  | 2,120.2            |  | 2,657.1
|                               |  |                    |  |        
|Foreign Exchange Derivatives   |  |                    |  |        
|Cross-currency swap agreements |  | 216.5              |  | 129.5  
|Forward contracts              |  | 3,902.4            |  | 3,112.5
|Currency options               |  |                   |  | 208.1  
|                               |  |                    |  |        
|Total                          |  | 4,118.9            |  | 3,450.1
|                               |  |                    |  |        
|Commodity Derivatives          |  |                    |  |        
|Commodity swaps                |  | 538.6              |  | 477.0  
|                               |  |                    |  |        
|Total Return Swaps             |  | 216.5              |  | 308.4  
|                               |  |                    |  |        



Note 23Commitments and
Contingencies



Commitments



|                                       |  |                    |  |      
|-------------------------------------- |  | ------------------ |  | -----
|                                       |  | As of December 31,
|                                       |  | 2002               |  | 2003 
|                                       |  | ( in millions)   
|On Own Behalf                          |  |                    |  |      
|Pledges given (1)                      |  | 0.8                |  | 3.8  
|Mortgages                              |  | 111.4              |  | 103.5
|On Behalf of Associated Companies      |  |                    |  |      
|Mortgages                              |  | 1.0                |  | 0.8  
|Guarantees                             |  | 59.3               |  | 48.4 
|On Behalf of Others                    |  |                    |  |      
|Pledges given                          |  | 0.3                |  | 2.2  
|Mortgages                              |  |                   |  | 10.9 
|Guarantees                             |  | 16.8               |  | 13.1 
|Other Commitments, own                 |  |                    |  |      
|Operating leases, in next 12 months    |  | 41.5               |  | 34.3 
|Operating leases, after next 12 months |  | 237.2              |  | 171.2
|Pension liabilities                    |  | 2.7                |  | 3.0  
|Other contingencies                    |  | 71.5               |  | 95.9 
|                                       |  |                    |  |      
|Total                                  |  | 542.5              |  | 487.1
|                                       |  |                    |  |      
|Pledges given                          |  | 1.1                |  | 6.0  
|Mortgages                              |  | 112.4              |  | 115.2
|Guarantees                             |  | 76.1               |  | 61.5 
|Operating leases                       |  | 278.7              |  | 205.5
|Pension liabilities                    |  | 2.7                |  | 3.0  
|Other contingencies                    |  | 71.5               |  | 95.9 
|                                       |  |                    |  |      
|Total                                  |  | 542.5              |  | 487.1
|                                       |  |                    |  |      

---

|(1) |  | Pledged assets consist of marketable securities, inventories and fixed assets.
|--- |  | ------------------------------------------------------------------------------



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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Other contingencies includes a contingent liability pursuant to the indemnification provision of the
sale and purchase agreement dated February 9, 1994 between the former Stora Kopparberg Bergslags AB, as the seller, and Wahid Vermögensverwaltungs GmbH, as the purchaser, relating to the divestment of the Tarkett Inc. The sale and purchase
agreement included certain indemnification clauses relating to exposure to hazardous substances, environmental claims, taxation, pending litigation, business sales and reorganization. Management believes that all claims in relation to taxation,
pending litigation, business sales and reorganization clauses have been settled and no further actions are expected. The sellers maximum aggregate liability under the hazardous substance indemnification is limited to $62.5 million (50.1
million). The sellers maximum aggregate liability in relation to the on-site environmental indemnification is limited to SEK 328 million (36.1 million). The sellers liability for indemnity damages for off-site environmental
liabilities is without limitation. Stora Enso has already settled and is a party to a number of proceedings relating to off-site liabilities. The Group does not expect any more claims and is of the opinion that the aggregate liability for these
claims will not exceed 1.0 million, however this amount is subject to uncertainty. The limitations period with respect too claims expires in 2024.



Stora Enso Reisholz GmbH & Co. KG, Germany has given a guarantee to the energy supplier of its Reisholz mill that, should Stora Enso Reisholz GmbH
& Co. KG close the mill, it will compensate the energy supplier 1 million per annum until 2011.



Stora Purchasing and Transport AB, Sweden (SPTAB) has a time charter party with Wagenborg Scheepvaart B.V., the Netherlands (WSBV)
concerning three vessels. WSBV has, in turn, chartered the three vessels from limited partnerships (owners) located in Denmark. At the expiry of the three charter parties in 2015, Stora Enso Oyj has guaranteed to pay the owners an amount
equal to the difference between the stipulated loss value and the net sale price obtained by the owners, however, always limited to 6/21 of the original facility amount. The maximum exposure of SPTAB under this guarantee amounted to 32,8
million as of December 31, 2003.



Guarantees are made in the
ordinary course of business on behalf of associated companies and occasionally others. The guarantees, entered into with financial institutions and other credit guarantors, generally obligate the Group to make payment in the event of default by the
borrower. The guarantees have off-balance sheet credit risk representing the accounting loss that would be recognized at the reporting date if counterparties failed to perform completely as contracted. The credit risk amounts are equal to the
contract sums, assuming the amounts are not paid in full and are irrecoverable from other parties.



Stora Enso has guaranteed the liabilities of many of its subsidiaries up to a maximum of 966.3 million and 732.9 million as of December 31,
2003 and 2002, respectively.



Stora Enso Oyj guaranteed the
pension liabilities of its Swedish subsidiaries at the time of the 1998 merger. As of December 31, 2003, this guarantee amounted to 252.8 million, compared to 278.2 million as of December 31, 2002. The maturity dates cannot be determined
with certainty.



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STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



The Group leases office and warehouse space under various non-cancelable long-term operating leases,
some of which contain renewal options. The future cost for contracts exceeding one year and for non-cancelable operating leasing contracts are:



Repayment Schedule of Operating Lease Commitments



|      |  |                
|----- |  | ---------------
|      |  | Amounts        
|      |  | ( in millions)
|2003  |  | 34.3           
|2004  |  | 26.0           
|2005  |  | 21.2           
|2006  |  | 17.8           
|2007  |  | 16.9           
|2008- |  | 89.3           
|      |  |                
|Total |  | 205.5          
|      |  |                



Contingent
Liabilities



Stora Enso is party to legal proceedings that
arise in the ordinary course of business and which primarily involve claims arising out of commercial law. The Group is also involved in administrative proceedings relating primarily to competition law. The Directors do not consider that liabilities
related to such proceedings, before insurance recoveries, if any, are likely to be material to the Groups results of operations or financial condition.



Stora Timber Finance B.V. has been found responsible for soil pollution at the Port of Amsterdam, but has appealed the decision to the Court of Appeal in
Amsterdam; 2.4 million was recorded as a provision as of December 31, 2003.



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STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Note 24Principal Subsidiaries as of December 31, 2003



The following is a list of the Companys 50 principal operating
subsidiaries, ranked by external sales. These subsidiaries, together with the parent company, account for 95 percent of Group external sales in 2003. Each subsidiary has been incorporated in the country in which each subsidiary principally operates.
The Groups effective interest in the subsidiaries is 100 percent, except where otherwise indicated, and such ownership interest is, in each case, held by another subsidiary, except for those subsidiaries marked with +, which are
held directly by the parent company. The subsidiaries operating outside the euro area are indicated by *.



|                                                |  |               |  |        |  |                  |  |           |  |           |  |                   |  |                |  |                  |  |      
|----------------------------------------------- |  | ------------- |  | ------ |  | ---------------- |  | --------- |  | --------- |  | ----------------- |  | -------------- |  | ---------------- |  | -----
|Subsidiary Companies (ranked by external
sales) |  | Country       |  | %Sales |  | PublicationPaper |  | FinePaper |  | Merchants |  | PackagingProducts |  | TimberProducts |  | ForestOperations |  | Other
|Stora Enso Oyj                                  |  | Finland       |  | 18.23  |  | X                |  | X         |  |           |  | X                 |  |                |  | X                |  | X    
|Stora Enso North America Corp+*                 |  | United States |  | 11.43  |  | X                |  | X         |  |           |  | X                 |  |                |  |                  |  | X    
|Stora Enso Publication Papers Oy Ltd+           |  | Finland       |  | 5.33   |  | X                |  |           |  |           |  |                   |  |                |  |                  |  |      
|Stora Enso Skoghall AB*                         |  | Sweden        |  | 3.92   |  |                  |  |           |  |           |  | X                 |  |                |  |                  |  |      
|Stora Enso Maxau GmbH & Co KG                   |  | Germany       |  | 3.37   |  | X                |  |           |  |           |  |                   |  |                |  |                  |  |      
|Stora Enso Kabel GmbH & Co KG                   |  | Germany       |  | 2.95   |  | X                |  |           |  |           |  |                   |  |                |  |                  |  |      
|Stora Enso Hylte AB*                            |  | Sweden        |  | 2.86   |  | X                |  |           |  |           |  |                   |  |                |  |                  |  |      
|Stora Enso Kvarnsveden AB*                      |  | Sweden        |  | 2.67   |  | X                |  |           |  |           |  |                   |  |                |  |                  |  |      
|Stora Enso Fors AB*                             |  | Sweden        |  | 2.47   |  |                  |  |           |  |           |  | X                 |  |                |  |                  |  |      
|Stora Enso Corbehem SA                          |  | France        |  | 2.4    |  | X                |  |           |  |           |  |                   |  |                |  |                  |  |      
|Stora Enso Port Hawkesbury Ltd*                 |  | Canada        |  | 2.36   |  | X                |  |           |  |           |  |                   |  |                |  |                  |  |      
|Stora Enso Nymölla AB*                          |  | Sweden        |  | 2.21   |  |                  |  | X         |  |           |  |                   |  |                |  |                  |  |      
|Stora Enso Timber Oy ltd+                       |  | Finland       |  | 2.18   |  |                  |  |           |  |           |  |                   |  | X              |  |                  |  |      
|Stora Enso Timber AG                            |  | Austria       |  | 1.93   |  |                  |  |           |  |           |  |                   |  | X              |  |                  |  |      
|Stora Enso Skog AB*                             |  | Sweden        |  | 1.66   |  |                  |  |           |  |           |  |                   |  |                |  | X                |  |      
|Stora Enso Pulp AB*                             |  | Sweden        |  | 1.51   |  | X                |  | X         |  |           |  |                   |  |                |  |                  |  |      
|Papyrus Sweden AB*                              |  | Sweden        |  | 1.49   |  |                  |  |           |  | X         |  |                   |  |                |  |                  |  |      
|Puumerkki Oy                                    |  | Finland       |  | 1.48   |  |                  |  |           |  |           |  |                   |  | X              |  |                  |  |      
|Stora Enso Uetersen GmbH & Co KG                |  | Germany       |  | 1.45   |  |                  |  | X         |  |           |  |                   |  |                |  |                  |  |      
|Berghuizer Papierfabriek NV+                    |  | Netherlands   |  | 1.35   |  |                  |  | X         |  |           |  |                   |  |                |  |                  |  |      
|Stora Enso Sachsen GmbH                         |  | Germany       |  | 1.24   |  | X                |  |           |  |           |  |                   |  |                |  |                  |  |      
|Stora Enso Baienfurt GmbH & Co KG               |  | Germany       |  | 1.22   |  |                  |  |           |  |           |  | X                 |  |                |  |                  |  |      
|Stora Enso Grycksbo AB                          |  | Sweden        |  | 1.17   |  |                  |  | X         |  |           |  |                   |  |                |  |                  |  |      
|Stora Enso Barcelona S.A.                       |  | Spain         |  | 1.10   |  |                  |  |           |  |           |  | X                 |  |                |  |                  |  |      
|Stora Enso Ingerios Oy+.                        |  | Finland       |  | 1.09   |  |                  |  |           |  |           |  | X                 |  |                |  |                  |  |      
|Stora Enso Timber AB*                           |  | Sweden        |  | 1.07   |  |                  |  |           |  |           |  |                   |  | X              |  |                  |  |      
|Stora Enso Langerbrugge NV+                     |  | Belgium       |  | 1.05   |  | X                |  |           |  |           |  |                   |  |                |  |                  |  |      
|Stora Enso Reisholz Gmbh & Co KG                |  | Germany       |  | 0.94   |  | X                |  |           |  |           |  |                   |  |                |  |                  |  |      
|Enocell Oy (98.4%)+                             |  | Finland       |  | 0.90   |  |                  |  |           |  |           |  | X                 |  |                |  |                  |  |      
|Sydved AB (66.7%)                               |  | Sweden        |  | 0.90   |  |                  |  |           |  |           |  |                   |  |                |  | X                |  |      
|Laminatign Papers Oy+                           |  | Finland       |  | 0.89   |  |                  |  |           |  |           |  | X                 |  |                |  |                  |  |      
|De Ruysscher Papyrus SA                         |  | France        |  | 0.88   |  |                  |  |           |  | X         |  |                   |  |                |  |                  |  |      
|Stora Enso Suzhou Paper Co Ltd (80.9%)*         |  | China         |  | 0.86   |  |                  |  | X         |  |           |  |                   |  |                |  |                  |  |      
|Papyrus A/S (2)                                 |  | Denmark       |  | 0.83   |  |                  |  |           |  | X         |  |                   |  |                |  |                  |  |      
|Stora Enso Packaging Oy+                        |  | Finland       |  | 0.77   |  |                  |  |           |  |           |  | X                 |  |                |  |                  |  |      
|Stora Enso Packaging AB*                        |  | Sweden        |  | 0.77   |  |                  |  |           |  |           |  | X                 |  |                |  |                  |  |      
|Stora Enso Timber AS (66) (1&2)                |  | Estonia       |  | 0.75   |  |                  |  |           |  |           |  |                   |  | X              |  |                  |  |      
|Papyrus SA                                      |  | Belgium       |  | 0.60   |  |                  |  |           |  | X         |  |                   |  |                |  |                  |  |      
|Stora Enso Timber US Corp*                      |  | United States |  | 0.58   |  |                  |  |           |  |           |  |                   |  | X              |  |                  |  |      
|Stora EnsoTimber Bad St Leonard GmbH            |  | Austria       |  | 0.49   |  |                  |  |           |  |           |  |                   |  | X              |  |                  |  |      
|Stora EnsoTimber Zdirect sro*                   |  | Czech         |  | 0.48   |  |                  |  |           |  |           |  |                   |  | X              |  |                  |  |      
|Celulose Beira Industrial SA                    |  | Portugal      |  | 0.41   |  |                  |  | X         |  |           |  |                   |  |                |  |                  |  |      
|Corense United Oy Ltd (71.0%)+                  |  | Finland       |  | 0.40   |  |                  |  |           |  |           |  | X                 |  |                |  |                  |  |      
|ZAO Stora Enso Packaging (93.5%)*               |  | Russia        |  | 0.35   |  |                  |  |           |  |           |  | X                 |  |                |  |                  |  |      
|Papyrus Norge A/S*                              |  | Norway        |  | 0.33   |  |                  |  |           |  | X         |  |                   |  |                |  |                  |  |      
|Stora Enso Pankakoski Oy Ltd                    |  | Finland       |  | 0.32   |  |                  |  |           |  |           |  | X                 |  |                |  |                  |  |      
|Sydved Energileveranser AB (66.7%)              |  | Sweden        |  | 0.32   |  |                  |  |           |  |           |  |                   |  |                |  | X                |  |      
|Stora Enso North America Sales Corp*            |  | United States |  | 0.30   |  |                  |  |           |  |           |  |                   |  |                |  |                  |  | X    
|Stora Enso Lumber Trading Gmbh                  |  | Austria       |  | 0.30   |  |                  |  |           |  |           |  |                   |  | X              |  |                  |  |      
|Stora Enso Bois SA                              |  | France        |  | 0.30   |  |                  |  |           |  |           |  |                   |  | X              |  |                  |  |      
|Kemijärven Sellu Oy                             |  | Finland       |  | 0.30   |  | X                |  |           |  |           |  |                   |  |                |  |                  |  |      

---

|(1) |  | Stora Enso Timber AS is the former AS Sylvester and was acquired on February 28, 2003.
|--- |  | --------------------------------------------------------------------------------------

|(2) |  | In this table, Denmark and Estonia are considered to be Euro area countries, as their currencies are fixed to the Euro.
|--- |  | -----------------------------------------------------------------------------------------------------------------------



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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Note 25Employee and Equity Compensation Benefits



The majority of production employees are members of labor unions with which
either the Group or the forest industry customarily negotiate collective bargaining agreements in Europe. Salaries for senior management are negotiated individually. Stora Enso has incentive plans that take into account the performance, development
and results of both business units and individual employees. This performance-based bonus system is based on profitability as well as on attaining key business targets and the benefits are given either in the form of bonus payments or the granting
of options/synthetic options.



Bonus Programs



Division and Business Unit management have annual bonus programs based on
the corporate target return on capital employed of 13 percent and on the results of their respective areas of responsibility, together with the achievement of separately defined key personal targets; the bonus amounts to between ten and 40 percent
of salary depending on the persons position in the Company. The other employees participate in another bonus plan in which the payment is calculated as a percentage of annual salary up to a maximum of seven percent. All bonuses are
discretionary and are triggered only when results exceed a predetermined minimum level. The Group has decided to continue its performance-based programs and has expanded these to cover 75 percent to 80 percent of employees globally where allowed by
local practice and regulations.



Option/Synthetic Option Programs



|               |  |              |  |               |  |                 |  |                  |  |                         |  |                             |  |                          
|-------------- |  | ------------ |  | ------------- |  | --------------- |  | ---------------- |  | ----------------------- |  | --------------------------- |  | -------------------------
|Option Program |  | Type         |  | Year of Issue |  | Number of Staff |  | Strike Price     |  | Number ofOptionsGranted |  | Number ofOptionsOutstanding |  | Exercise Period          
|2003           |  | Synthetic    |  | 2003          |  | 1,000           |  | 10.00           |  | 6,064,150               |  | 6,064,150                   |  | Feb 8, 2006-Feb 7, 2010  
|2002           |  | Synthetic    |  | 2002          |  | 1,000           |  | 16.50           |  | 5,902,000               |  | 5,812,000                   |  | Feb 8, 2005-Feb 7, 2009  
|2001           |  | Synthetic    |  | 2001          |  | 500             |  | 11.70           |  | 4,215,000               |  | 4,100,000                   |  | Apr 1, 2004-Mar 31, 2008 
|2000           |  | Synthetic    |  | 2000          |  | 200             |  | 12.25           |  | 2,800,000               |  | 2,602,500                   |  | Apr 1, 2003-Mar 31, 2007 
|1999           |  | Synthetic    |  | 1999          |  | 200             |  | 11.75           |  | 2,750,000               |  | 2,532,750                   |  | Jul 15, 2002-Jul 15, 2006
|1997           |  | Warrants     |  | 1997          |  | 15              |  | FIM 45.57(7.66) |  | 3,000,000               |  | 567,000                     |  | Dec 1, 1998-Mar 31, 2004 
|North America  |  | Stockoptions |  | 2000          |  | 839             |  | $6.9687(5.51)   |  | 5,680,000               |  | 1,899,692                   |  | Sep 11, 2000-Feb 4, 2010 



Option Programs for
Management (1999 to 2003)



In 1999, the board of directors
announced an annual share option program for some 200 key employees as part of an integrated top management compensation structure intended to provide a program contributing to the long-term commitment of managerial and specialist personnel; this
program has since been extended into subsequent years and now covers approximately 1,000 employees. The programs consist of financially hedged options and synthetic options, which avoid diluting the number of shares in issue, with strike prices set
at levels representing then-current market prices plus ten percent premiums. Depending on local circumstances, option holders will receive either a payment in cash, representing the difference between the strike price and the share price at the time
of exercise, or an option to purchase existing R shares, though not new shares. Options are not transferable and expire if the employee leaves the Group.



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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



The strike price for the 2003 Program has been set at 10.00, based on the average price for R
shares from January 31, 2003 to February 7, 2003, plus a ten percent premium. The strike price for the 2002 Program has been set at 16.50 based on the average price for R shares from January 31 to February 7, 2002, plus a ten percent premium.
The strike price for the 2001 Program has been set at 11.70 based on the average price for R shares from February 8 to 14, 2001, plus a ten percent premium. The strike price for the 2000 Program is 12.25 based on the average share price
for the period of three days before and after the annual general meeting on March 21, 2000, plus a ten percent premium. The earliest exercise date was April 1, 2003. The strike price for the 1999 Program is 11.75, based on the average share
price from May to July 1999, plus a ten percent premium; the earliest exercise date was July 15, 2002. As of December 31, 2003, no options from the 1999 and 2000 programs had been exercised.



Stora Enso North America Option Program



On August 18, 2000, the board of directors decided to convert the
Consolidated Papers, Inc. share option plans (1989 Stock Option Plan and 1998 Incentive Compensation Plan) into Stora Enso programs entitling holders to purchase a maximum 5,680,000 R shares, in the form of ADRs, at a weighted average strike price
of $6,9687. The exercise period of is from September 11, 2000 to February 4, 2010, depending on the grant date.



On October 16, 2001, the board of directors decided to amend the Stora Enso North America Program to simplify administration and speed up delivery of
shares to option holders. Thus, since November 1, 2001, no new R shares will be issued under the terms of the Program, but instead, repurchased R shares have been reserved for distribution. A total of 2,001,733 new R shares were issued before the
terms were amended, thereby increasing the share capital by 3.4 million. During 2003, 570,292 options were exercised, compared to 746,007 in 2002, of which 522,540 and 697,033, respectively, resulted in cash compensation and 47,752 and 48,974,
respectively, in the allocation of repurchased R shares. As of December 31, 2003, 1,899,692 options were still outstanding, compared to 2,469,984 as of December 31, 2002.



Option Program for Management (1997)



On April 7, 1997, the Company issued 1,000 warrants with a maximum value of 168,187 (FIM 1 million) to 15 members of
senior management. Each bond accrues annual interest of 4.0 percent, has a maturity of five years and carries one warrant entitling the holder to subscribe for 3,000 new R shares at a subscription price of 7.66 (FIM 45.57). The exercise period
runs from December 1, 1998 to March 31, 2004 and the bond entitles the holder to receive a dividend for the year in which the warrants are exercised. By January 15, 2004, 2,433,000 new R shares had been issued against the warrants, representing 0.1
percent of the share capital, and if the Program is fully subscribed, the further issue of 567,000 new shares will raise share capital by another 1.0 million.



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STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Director and Management Group Interests as of December 31, 2003



Board of Directors



|                                |  |                     |  |                     |  |                    |  |                                  
|------------------------------- |  | ------------------- |  | ------------------- |  | ------------------ |  | ---------------------------------
|                                |  | Series AShares Held |  | Series RShares Held |  | Options & Warrants |  | Committee Memberships (1)Chairman
|Claes Dahlbäck, Chairman        |  | 2,541               |  | 19,529              |  |                   |  | Compensation, Nomination(1)      
|Krister Ahlström, Vice Chairman |  | 1,500               |  |                    |  |                   |  | Compensation, Nomination         
|Harald Einsmann (ADRs)          |  |                    |  | 4,800               |  |                   |  | Compensation, Nominations        
|Björn Hägglund, Deputy CEO      |  |                    |  |                    |  |                   |  |                                 
|Jukka Härmälä, CEO              |  |                    |  |                    |  |                   |  |                                 
|Barbara Kux                     |  |                    |  |                    |  |                   |  |                                 
|George W. Mead (ADRs)           |  |                    |  | 2,685,492           |  |                   |  | Financial & Audit                
|Ilkka Niemi                     |  |                    |  |                    |  |                   |  | Financial & Audit                
|Paavo Pitkänen                  |  | 3,800               |  |                    |  |                   |  | Financial & Audit                
|Jan Sjöqvist                    |  | 508                 |  | 1,943               |  |                   |  | Financial & Audit(1)             
|Marcus Wallenberg               |  | 3,049               |  | 6,019               |  |                   |  | Financial & Audit                
|                                |  |                     |  |                     |  |                    |  |                                  
|Total board of directors        |  | 11,398              |  | 2,717,783           |  |                   |  |                                  
|                                |  |                     |  |                     |  |                    |  |                                  



In 2003, the board of
directors established a nomination committee for Stora Enso Oyj, with the main task of giving guidance on the composition of the board of directors, remuneration thereof and preparing proposals on the composition of the other committees of the board
of directors. The nomination committee comprises three or four non-executive directors nominated annually by the board of directors.



Executive Management Group



|                                 |  |                     |  |                     |  |                                  |  |                               |  |                               |  |                                  
|-------------------------------- |  | ------------------- |  | ------------------- |  | -------------------------------- |  | ----------------------------- |  | ----------------------------- |  | ---------------------------------
|                                 |  | Series AShares Held |  | Series RShares Held |  | Series RSharesGranted byWarrants |  | Options /Syn.Options1999/2002 |  | Options /SyntheticOptions2003 |  | Committee Memberships (1)Chairman
|Jukka Härmälä, CEO               |  |                    |  | 6,500               |  | 102,000                          |  | 442,500                       |  | 110,000                       |  |                                 
|Björn Hägglund, Deputy CEO       |  | 7,877               |  | 14,618              |  |                                 |  | 363,750                       |  | 90,000                        |  | R&D,Environmental                
|Lars Bengtsson                   |  |                    |  |                    |  |                                 |  | 166,900                       |  | 45,000                        |  | R&D                              
|Jussi Huttunen                   |  |                    |  |                    |  |                                 |  | 91,800                        |  | 45,000                        |  | R&D                              
|Kai Korhonen                     |  |                    |  |                    |  |                                 |  | 181,900                       |  | 45,000                        |  | R&D                              
|Pekka Laaksonen                  |  | 10,000              |  |                    |  |                                 |  | 181,900                       |  | 45,000                        |  |                                 
|Esko Mäkeläinen                  |  | 1,900               |  | 4,669               |  | 180,000                          |  | 181,900                       |  | 45,000                        |  |                                 
|Arno Pelkonen                    |  |                    |  |                    |  |                                 |  | 151,900                       |  | 45,000                        |  |                                 
|Bernd Rettig                     |  |                    |  |                    |  |                                 |  | 181,900                       |  | 45,000                        |  | R&D                              
|Yngve Stade                      |  |                    |  | 725                 |  |                                 |  | 181,900                       |  | 45,000                        |  | R&D, Investment,                 
|                                 |  |                     |  |                     |  |                                  |  |                               |  |                               |  |                                  
|                                 |  |                     |  |                     |  |                                  |  |                               |  |                               |  | Environmental                    
|Total executive management group |  | 19,777              |  | 26,512              |  | 282,000                          |  | 2,126,350                     |  | 560,000                       |  |                                  
|                                 |  |                     |  |                     |  |                                  |  |                               |  |                               |  |                                  



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Management Group



|                                                 |  |                     |  |                     |  |                                  |  |                               |  |                               |  |                              
|------------------------------------------------ |  | ------------------- |  | ------------------- |  | -------------------------------- |  | ----------------------------- |  | ----------------------------- |  | -----------------------------
|Consisting of the ExecutiveManagement Group and: |  | Series AShares Held |  | Series RShares Held |  | Series RSharesGranted byWarrants |  | Options /Syn.Options1999/2001 |  | Options /SyntheticOptions2002 |  | Committee Memberships        
|Christer Ågren                                   |  |                    |  | 3,000               |  |                                 |  | 122,900                       |  | 30,000                        |  |                             
|John F Bergin (ADRs)                             |  |                    |  | 72,247              |  | 66,124                           |  | 27,500                        |  | 22,500                        |  |                             
|Magnus Diesen                                    |  | 1,000               |  |                    |  | 15,000                           |  | 107,900                       |  | 30,000                        |  | R&D, Investment,Environmental
|Nils Grafström                                   |  | 2,000               |  |                    |  |                                 |  | 45,000                        |  | 30,000                        |  |                             
|Walter Haberland                                 |  |                    |  |                    |  |                                 |  | 60,400                        |  | 22,500                        |  |                             
|Peter Kickinger                                  |  |                    |  |                    |  |                                 |  | 54,100                        |  | 15,000                        |  | Investment                   
|Jyrki Kurkinen                                   |  |                    |  | 32,568              |  | 60,000                           |  | 100,400                       |  | 22,500                        |  | Disclosure                   
|Mats Norlander                                   |  |                    |  |                    |  |                                 |  | 48,400                        |  | 12,500                        |  |                              
|Markku Pentikäinen                               |  |                    |  |                    |  |                                 |  | 53,800                        |  | 16,500                        |  |                              
|Eberhard Potempa                                 |  |                    |  |                    |  |                                 |  | 73,500                        |  | 22,500                        |  |                             
|Niilo Pöyhönen                                   |  |                    |  |                    |  |                                 |  | 58,400                        |  | 22,500                        |  | R&D                          
|Keith B Russell                                  |  |                    |  | 7,000               |  |                                 |  | 45,000                        |  | 45,000                        |  |                             
|Elisabet Salander Björklund                      |  |                    |  |                    |  |                                 |  | 44,800                        |  | 12,500                        |  |                              
|Kari Vainio                                      |  |                    |  | 3,800               |  | 45,000                           |  | 122,900                       |  | 30,000                        |  | Sustainability               
|Petri Wager                                      |  |                    |  |                    |  |                                 |  | 66,100                        |  | 22,500                        |  |                             
|                                                 |  |                     |  |                     |  |                                  |  |                               |  |                               |  |                              
|Total management group                           |  | 3,000               |  | 118,615             |  | 186,124                          |  | 1,031,100                     |  | 356,500                       |  |                              
|                                                 |  |                     |  |                     |  |                                  |  |                               |  |                               |  |                              
|Total                                            |  | 34,175              |  | 2,862,910           |  | 468,124                          |  | 3,157,450                     |  | 916,500                       |  |                              
|                                                 |  |                     |  |                     |  |                                  |  |                               |  |                               |  |                              

---

Details of officers who retired during the year are
not given.



Note 26Earnings (Loss) per Share



|                                                 |  |                                 |  |             |   |  |            
|------------------------------------------------ |  | ------------------------------- |  | ----------- | - |  | -----------
|                                                 |  | For the year ended December 31,
|                                                 |  | 2001                            |  | 2002        |   |  | 2003       
|Net profit (loss) for the period,  million      |  | 917.9                           |  | (240.7      | ) |  | 137.9      
|                                                 |  |                                 |  |             |   |  |            
|Weighted average number of Series A and R shares |  | 901,505,846                     |  | 889,606,185 |   |  | 851,127,954
|Effect of warrants                               |  | 790,990                         |  | 349,362     |   |  | 198,214    
|                                                 |  |                                 |  |             |   |  |            
|Diluted number of shares                         |  | 902,296,836                     |  | 889,955,547 |   |  | 851,326,168
|                                                 |  |                                 |  |             |   |  |            
|Basic earnings (loss) per Share,                |  | 1.02                            |  | (0.27       | ) |  | 0.16       
|                                                 |  |                                 |  |             |   |  |            
|Diluted earnings (loss) per Share,              |  | 1.02                            |  | (0.27       | ) |  | 0.16       
|                                                 |  |                                 |  |             |   |  |            



Note 27Subsequent Events



In March 2004, Stora Enso finalized the restructuring of
its Swedish forest ownership. As part of the restructuring, Stora Enso transferred 1.9 million hectares (approximately 4.7 million acres) of its Swedish forest land and related operations to a recently formed company Bergvik Skog AB. Stora
Ensos partner in this transaction, Korsnäs, a Swedish forest industry company controlled by the Kinnevik Group, also transferred 0.4 million hectares (approximately 1 million acres) of its forest land to Bergvik Skog AB.



Stora Enso and Korsnäs have retained a minority shareholding of 43.3
percent and five percent, respectively, in Bergvik Skog AB and the rest of the shares have been placed with institutional investors. Bergvik Skog AB has also been financed with a syndicated bank loan of 1.2 billion.



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



As a result of the sale, Stora Enso will record a capital gain of 113 million in its operating
profit in the first quarter of 2004. Bergvik Skog AB will be shown as an associated company on Stora Ensos balance sheet.



Note 28Summary of differences between International Financial Reporting Standards and Generally Accepted Accounting Principles in the United States



The Groups consolidated financial statements are
prepared in accordance with IFRS, which differ in a number of respects from the accounting principles generally accepted in the United States (U.S. GAAP). Such differences include methods for measuring and presenting the amounts shown in
the consolidated financial statements, as well as additional disclosures required by U.S. GAAP.



Reconciliation of net profit (loss) and shareholders equity



The following is a summary of the significant adjustments to net profit (loss) and shareholders equity required when reconciling such amounts
recorded in the Groups consolidated financial statements to the corresponding amounts in accordance with U.S. GAAP. The most significant adjustments relate to the accounting for business combinations. As further detailed below, the business
combination of STORA and Enso is accounted for as a uniting of interests under IFRS but is accounted for using the purchase method under U.S. GAAP. This difference affects the valuation of a number of financial statement accounts at the date of the
combination. For presentation purposes in the reconciliation, which follow, the Reverse acquisition item includes solely the impact of valuation differences that arose using the purchase method under U.S. GAAP. The other reconciling
items reflect the pre-and post-combination differences between IFRS and U.S. GAAP.



Reconciliation of net profit (loss)



|                                                        |  |                                 |   |  |        |   |  |       |   |  |       |  
|------------------------------------------------------- |  | ------------------------------- | - |  | ------ | - |  | ----- | - |  | ----- | -
|                                                        |  | For the year ended December 31, |  
|                                                        |  | 2001                            |   |  | 2002   |   |  | 2003  |   |  | 2003  |  
|                                                        |  |                                |   |  |       |   |  |      |   |  | $     |  
|                                                        |  | (in millions)                   |  
|Reconciliation of net profit (loss)                     |  |                                 |   |  |        |   |  |       |   |  |       |  
|Net profit (loss) in accordance with IFRS (restated)    |  | 917.9                           |   |  | (240.7 | ) |  | 137.9 |   |  | 173.7 |  
|U.S. GAAP adjustments:                                  |  |                                 |   |  |        |   |  |       |   |  |       |  
|a) Employee benefit plans (restated)                    |  | 2.3                             |   |  | (11.0  | ) |  | (0.8  | ) |  | (1.0  | )
|b) Reverse acquisition                                  |  | (53.3                           | ) |  | (204.5 | ) |  | (59.7 | ) |  | (75.2 | )
|c) Acquisition of Consolidated Papers Inc.              |  | (14.6                           | ) |  | (153.1 | ) |  | 7.8   |   |  | 9.8   |  
|d) Provision for future reforestation costs             |  | 1.8                             |   |  | (1.5   | ) |  | 0.8   |   |  | 1.0   |  
|e) Derivative financial instruments                     |  | 19.8                            |   |  | 140.2  |   |  | 133.8 |   |  | 168.5 |  
|f) Impairment of goodwill                               |  | (10.1                           | ) |  |       |   |  | (47.1 | ) |  | (59.3 | )
|g) Impairment of fixed assets                           |  |                                |   |  | 71.8   |   |  | (4.9  | ) |  | (6.2  | )
|h) Stock based compensation                             |  | (9.2                            | ) |  | 9.2    |   |  | (1.2  | ) |  | (1.5  | )
|i) Synthetic option hedge                               |  | 24.2                            |   |  |       |   |  |      |   |  |      |  
|j) Pension surplus refund                               |  | 11.9                            |   |  | 10.9   |   |  | 2.4   |   |  | 3.0   |  
|k) Amortization of goodwill                             |  | 3.2                             |   |  | 148.8  |   |  | 116.1 |   |  | 146.3 |  
|l) Restructuring costs                                  |  |                                |   |  |       |   |  | 20.7  |   |  | 26.1  |  
|                                                        |  |                                 |   |  |        |   |  |       |   |  |       |  
|m) Biological assets                                    |  |                                |   |  |       |   |  | (24.1 | ) |  | (30.4 | )
|                                                        |  |                                 |   |  |        |   |  |       |   |  |       |  
|n) Share of results in associated companies             |  |                                |   |  |       |   |  | (10.2 | ) |  | (12.8 | )
|                                                        |  |                                 |   |  |        |   |  |       |   |  |       |  
|Deferred tax effect of U.S. GAAP adjustments (restated) |  | (18.5                           | ) |  | (73.6  | ) |  | (37.1 | ) |  | (46.7 | )
|                                                        |  |                                 |   |  |        |   |  |       |   |  |       |  
|Net income (loss) in accordance with U.S. GAAP          |  | 875.4                           |   |  | (303.5 | ) |  | 234.4 |   |  | 295.3 |  
|                                                        |  |                                 |   |  |        |   |  |       |   |  |       |  



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



|                                                                                                                       |  |                                             |  |        |   |  |       |  |      
|---------------------------------------------------------------------------------------------------------------------- |  | ------------------------------------------- |  | ------ | - |  | ----- |  | -----
|                                                                                                                       |  | For the year ended December 31,            
|                                                                                                                       |  | 2001                                        |  | 2002   |   |  | 2003  |  | 2003 
|                                                                                                                       |  |                                            |  |       |   |  |      |  | $    
|                                                                                                                       |  | (in millions, except for per share amounts)
|Presentation of net income (loss) and earnings (loss) per share under U.S. GAAP:                                       |  |                                             |  |        |   |  |       |  |      
|Net income (loss):                                                                                                     |  |                                             |  |        |   |  |       |  |      
|Income (loss) from continuing operations                                                                               |  | 874.8                                       |  | (301.6 | ) |  | 234.4 |  | 295.3
|Extraordinary items, net of tax expense of 0.2 million and tax benefit of 0.8 million in 2001 and 2002,
respectively |  | 0.6                                         |  | (1.9   | ) |  |      |  |     
|                                                                                                                       |  |                                             |  |        |   |  |       |  |      
|Net income (loss) in accordance with U.S. GAAP                                                                         |  | 875.4                                       |  | (303.5 | ) |  | 234.4 |  | 295.3
|                                                                                                                       |  |                                             |  |        |   |  |       |  |      
|Basic and diluted earnings (loss) per share:                                                                           |  |                                             |  |        |   |  |       |  |      
|Basic earnings (loss) per share                                                                                        |  |                                             |  |        |   |  |       |  |      
|Continuing operations                                                                                                  |  | 0.97                                        |  | (0.34  | ) |  | 0.28  |  | 0.35 
|Extraordinary items                                                                                                    |  |                                            |  |       |   |  |      |  |     
|                                                                                                                       |  |                                             |  |        |   |  |       |  |      
|Total basic earnings (loss) per share                                                                                  |  | 0.97                                        |  | (0.34  | ) |  | 0.28  |  | 0.35 
|                                                                                                                       |  |                                             |  |        |   |  |       |  |      
|Diluted earnings (loss) per share                                                                                      |  |                                             |  |        |   |  |       |  |      
|Continuing operations                                                                                                  |  | 0.97                                        |  | (0.34  | ) |  | 0.28  |  | 0.35 
|Extraordinary items                                                                                                    |  |                                            |  |       |   |  |      |  |     
|                                                                                                                       |  |                                             |  |        |   |  |       |  |      
|Total diluted earnings (loss) per share                                                                                |  | 0.97                                        |  | (0.34  | ) |  | 0.28  |  | 0.35 
|                                                                                                                       |  |                                             |  |        |   |  |       |  |      

|                                                               |  |             |  |             |  |             |  | 
|-------------------------------------------------------------- |  | ----------- |  | ----------- |  | ----------- |  | 
|Weighted average number of shares outstanding under U.S. GAAP: |  |             |  |             |  |             |  | 
|Basic                                                          |  | 901,505,846 |  | 889,606,185 |  | 851,127,954 |  | 
|Diluted                                                        |  | 902,296,836 |  | 889,955,547 |  | 851,326,168 |  | 



Consolidated
Statement of Comprehensive Income



The Company has adopted
SFAS No. 130, Reporting Comprehensive Income, which establishes standards for the reporting and presentation of comprehensive income and its components. The Company has chosen to present comprehensive income using amounts determined in
accordance with IFRS.



Components of comprehensive income
consist of the following:



|                                                                                                                                          |  |                                 |   |  |        |   |  |        |   |  |        |  
|----------------------------------------------------------------------------------------------------------------------------------------- |  | ------------------------------- | - |  | ------ | - |  | ------ | - |  | ------ | -
|                                                                                                                                          |  | For the year ended December 31, |  
|                                                                                                                                          |  | 2001                            |   |  | 2002   |   |  | 2003   |   |  | 2003   |  
|                                                                                                                                          |  |                                |   |  |       |   |  |       |   |  | $      |  
|                                                                                                                                          |  | (in millions)                   |  
|Comprehensive income                                                                                                                      |  |                                 |   |  |        |   |  |        |   |  |        |  
|Net income (loss) in accordance with IFRS (restated)                                                                                      |  | 917.9                           |   |  | (240.7 | ) |  | 137.9  |   |  | 173.7  |  
|Other comprehensive income                                                                                                                |  |                                 |   |  |        |   |  |        |   |  |        |  
|Foreign currency translation adjustment, net of tax expense of 9.7 million in 2001, 125.0 million in 2002 and 43.4 million
in 2003     |  | 19.5                            |   |  | (94.3  | ) |  | (52.7  | ) |  | (66.4  | )
|Available-for-sale investments, net of tax benefit of 7.4 million in 2001 and 10.2 million in 2002 and expense of 16.5
million in 2003 |  | (21.2                           | ) |  | (24.3  | ) |  | 40.0   |   |  | 50.4   |  
|Cash flow hedging, net of tax expense of 1.4 million in 2001 and 81.1 million in 2002 and benefit of 63.6 million in
2003              |  | 4.1                             |   |  | 199.1  |   |  | (158.8 | ) |  | (200.0 | )
|Fair value adjustment related to the adoption of IAS 41, Agriculture as of January 1, 2003, net of tax expense of 240.4
million          |  |                                |   |  |       |   |  | 659.4  |   |  | 830.7  |  
|                                                                                                                                          |  |                                 |   |  |        |   |  |        |   |  |        |  
|Comprehensive income (loss) in accordance with IFRS (restated)                                                                            |  | 920.3                           |   |  | (160.2 | ) |  | 625.8  |   |  | 788.4  |  
|                                                                                                                                          |  |                                 |   |  |        |   |  |        |   |  |        |  



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Reconciliation of shareholders equity



|                                                        |  |                    |   |  |         |   |  |          |  
|------------------------------------------------------- |  | ------------------ | - |  | ------- | - |  | -------- | -
|                                                        |  | As of December 31, |  
|                                                        |  | 2002               |   |  | 2003    |   |  | 2003     |  
|                                                        |  |                   |   |  |        |   |  | $        |  
|                                                        |  | (in millions)      |  
|Reconciliation of shareholders equity                  |  |                    |   |  |         |   |  |          |  
|Shareholders equity in accordance with IFRS (restated) |  | 8,034.8            |   |  | 7,952.9 |   |  | 10,018.8 |  
|U.S. GAAP adjustments:                                  |  |                    |   |  |         |   |  |          |  
|a) Employee benefit plans (restated)                    |  | (32.4              | ) |  | (36.3   | ) |  | (45.7    | )
|b) Reverse acquisition                                  |  | 658.3              |   |  | 598.6   |   |  | 754.1    |  
|c) Acquisition of Consolidated Papers Inc.              |  | 257.0              |   |  | 195.8   |   |  | 246.6    |  
|d) Provision for future reforestation costs             |  | 22.7               |   |  | 23.5    |   |  | 29.6     |  
|f) Impairment of goodwill                               |  | 52.8               |   |  | 5.7     |   |  | 7.2      |  
|g) Impairment of fixed assets                           |  | 64.8               |   |  | 49.4    |   |  | 62.2     |  
|h) Stock based compensation                             |  |                   |   |  | (1.2    | ) |  | (1.5     | )
|j) Pension surplus refund                               |  | (3.9               | ) |  | (1.5    | ) |  | (1.9     | )
|k) Amortization of goodwill                             |  | 152.0              |   |  | 268.1   |   |  | 337.7    |  
|l) Restructuring costs                                  |  |                   |   |  | 20.7    |   |  | 26.1     |  
|m) Biological assets                                    |  |                   |   |  | (886.7  | ) |  | (1,117.0 | )
|n) Share of results in associated companies             |  |                   |   |  | (54.2   | ) |  | (68.3    | )
|Deferred tax effect of U.S. GAAP adjustments (restated) |  | (21.6              | ) |  | 228.7   |   |  | 288.1    |  
|                                                        |  |                    |   |  |         |   |  |          |  
|Shareholders equity in accordance with U.S. GAAP       |  | 9,184.5            |   |  | 8,363.5 |   |  | 10,536.0 |  
|                                                        |  |                    |   |  |         |   |  |          |  



a)    Employee
benefit plans



The companies within the Group have various
pension plans in accordance with the local conditions and practices in the countries in which they operate. The plans are generally funded through payments to insurance companies, pension funds or by own provisions, as determined by periodic
actuarial calculations. Any deficits or benefits requiring additional contributions are funded through payments or provisions allocated over a period of years not exceeding the expected remaining lives of the participating employees. The Group has
met minimum funding requirements for the countries in which it operates.



Under IAS 19 (revised) and under U.S. GAAP SFAS No. 87 Employers Accounting for Pensions, pension expense is based upon a specified methodology that includes a designated actuarial approach and reflects
the concept of accrual accounting. Under U.S. GAAP, pension expense is recorded on a full accrual basis and reflected in the income statement over the working lives of the employees provided with such benefits. The economic and demographic
assumptions used in calculating pension expense are required to be reviewed and updated periodically to the extent that local market economic conditions and demographics change. Under U.S. GAAP, the Group has estimated the effect on net income and
shareholders equity assuming the adoption of SFAS No. 87 as of January 1, 1998. (The adoption of SFAS No. 87 on the actual effective date of January 1, 1989 was not feasible.) As of January 1, 1998, an unrecognized transition obligation was
determined and is being amortized over the then average future-working lifetime of employee participants commencing January 1, 1989. SFAS No. 87 contains also a minimum liability provision, which requires, under certain circumstances, recognition of
at least the unfunded accumulated pension benefit obligation on the balance sheet.



The Finnish statutory employment pension scheme (TEL) is a state plan. Previously, the disability benefits under TEL were accounted for as a defined contribution plan. As described in note 1, certain amounts under
IFRS have been restated to account for these benefits as a defined benefit plan.



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



The Group uses a December 31 measurement date for the majority of its plans.



The following table sets forth the changes in the benefit obligation and fair
value of plan assets during the year and the funded status of the significant defined benefit pension plans showing the amounts that would be recognized in the Groups consolidated balance sheet in accordance with U.S. GAAP as of December 31,
2002 and 2003.



|                                               |  |                     |   |  |          |   |  |          |   |  |          |  
|---------------------------------------------- |  | ------------------- | - |  | -------- | - |  | -------- | - |  | -------- | -
|                                               |  | Retirement Benefits |  
|                                               |  | 2002                |   |  | 2003     |  
|                                               |  | Domestic            |   |  | Foreign  |   |  | Domestic |   |  | Foreign  |  
|                                               |  | ( in millions)     |  
|Change in benefit obligation                   |  |                     |   |  |          |   |  |          |   |  |          |  
|Benefit obligation at beginning of year        |  | 270.9               |   |  | 1,737.5  |   |  | 261.9    |   |  | 1678.3   |  
|Service cost                                   |  | 13.4                |   |  | 31.4     |   |  | 15.0     |   |  | 27.6     |  
|Interest cost                                  |  | 15.3                |   |  | 103.1    |   |  | 15.1     |   |  | 93.4     |  
|SFAS No. 88 events                             |  |                    |   |  | (7.0     | ) |  |         |   |  | (6.9     | )
|Amendments                                     |  |                    |   |  | (12.2    | ) |  |         |   |  | 18.4     |  
|Acquisitions                                   |  |                    |   |  |         |   |  |         |   |  |         |  
|Retro adjustment                               |  |                    |   |  |         |   |  |         |   |  |         |  
|Actuarial loss (gain)                          |  | (32.0               | ) |  | 116.3    |   |  | (18.0    | ) |  | 143.3    |  
|Benefits paid                                  |  | (5.7                | ) |  | (109.0   | ) |  | (14.2    | ) |  | (96.5    | )
|Currency effect                                |  |                    |   |  | (181.8   | ) |  |         |   |  | (164.1   | )
|                                               |  |                     |   |  |          |   |  |          |   |  |          |  
|Benefit obligation at end of year              |  | 261.9               |   |  | 1,678.3  |   |  | 259.8    |   |  | 1,693.5  |  
|                                               |  |                     |   |  |          |   |  |          |   |  |          |  
|Change in plan assets                          |  |                     |   |  |          |   |  |          |   |  |          |  
|Fair value of plan assets at beginning of year |  | 41.0                |   |  | 872.0    |   |  | 44.5     |   |  | 655.5    |  
|Actual return on plan assets                   |  | 2.0                 |   |  | (38.4    | ) |  | 5.1      |   |  | 86.8     |  
|Company contribution                           |  | 7.2                 |   |  | 17.1     |   |  | 16.2     |   |  | 38.9     |  
|SFAS No. 88 events                             |  |                    |   |  |         |   |  |         |   |  | 16.0     |  
|Acquisitions                                   |  |                    |   |  |         |   |  |         |   |  | (48.4    | )
|Retro adjustment                               |  |                    |   |  | (4.2     | ) |  |         |   |  |         |  
|Benefits paid                                  |  | (5.7                | ) |  | (63.7    | ) |  | (14.2    | ) |  | (56.9    | )
|Currency effect                                |  |                    |   |  | (127.3   | ) |  |         |   |  | (85.9    | )
|                                               |  |                     |   |  |          |   |  |          |   |  |          |  
|Fair value of plan assets at end of year       |  | 44.5                |   |  | 655.5    |   |  | 51.6     |   |  | 606.0    |  
|                                               |  |                     |   |  |          |   |  |          |   |  |          |  
|Funded status                                  |  | (217.4              | ) |  | (1,022.8 | ) |  | (208.2   | ) |  | (1,087.5 | )
|Unrecognized transitional obligation (asset)   |  |                    |   |  | (2.2     | ) |  |         |   |  | (1.6     | )
|Unrecognized prior service cost                |  | (18.8               | ) |  | (7.7     | ) |  | 24.5     |   |  | (2.3     | )
|Unrecognized actuarial loss                    |  | 47.0                |   |  | 524.0    |   |  | (16.7    | ) |  | 523.2    |  
|                                               |  |                     |   |  |          |   |  |          |   |  |          |  
|(Accrued)/Prepaid benefit cost                 |  | (189.2              | ) |  | (508.7   | ) |  | (200.4   | ) |  | (568.2   | )
|                                               |  |                     |   |  |          |   |  |          |   |  |          |  



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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



The following table sets forth liabilities recognized in the U.S. GAAP balance sheet as of December
31, 2002 and 2003:



|                                       |  |                                        |   |  |         |   |  |          |   |  |         |  
|-------------------------------------- |  | -------------------------------------- | - |  | ------- | - |  | -------- | - |  | ------- | -
|                                       |  | Retirement Benefits as of December 31, |  
|                                       |  | 2002                                   |   |  | 2003    |  
|                                       |  | Domestic                               |   |  | Foreign |   |  | Domestic |   |  | Foreign |  
|                                       |  | ( in millions)                        |  
|Accrued benefit liability              |  | (189.2                                 | ) |  | (770.5  | ) |  | (200.4   | ) |  | (689.3  | )
|Prepaid benefit cost                   |  |                                       |   |  | 117.4   |   |  |         |   |  | 16.3    |  
|Intangible asset                       |  |                                       |   |  | 39.7    |   |  |         |   |  | 13.0    |  
|Accumulated other comprehensive income |  |                                       |   |  | 104.7   |   |  |         |   |  | 91.8    |  
|                                       |  |                                        |   |  |         |   |  |          |   |  |         |  
|Net amount recognized                  |  | (189.2                                 | ) |  | (508.7  | ) |  | (200.4   | ) |  | (568.2  | )
|                                       |  |                                        |   |  |         |   |  |          |   |  |         |  



For plans where
accumulated benefit obligation (ABO) exceeds the fair value of plan assets under U.S. GAAP, the ABO, projected benefit obligation (PBO) and fair value of plan assets as of December 31, 2002 and 2003 were as follows:



|                     |  |                                        |  |         |  |          |  |        
|-------------------- |  | -------------------------------------- |  | ------- |  | -------- |  | -------
|                     |  | Retirement Benefits as of December 31,
|                     |  | 2002                                   |  | 2003   
|                     |  | Domestic                               |  | Foreign |  | Domestic |  | Foreign
|                     |  | ( in millions)                       
|ABO                  |  | 152.1                                  |  | 908.9   |  | 135.9    |  | 886.8  
|PBO                  |  | 211.2                                  |  | 982.9   |  | 194.7    |  | 945.2  
|Fair value of assets |  |                                       |  | 323.1   |  |         |  | 329.3  



Net periodic benefit
cost in accordance with U.S. GAAP for the years ended December 31, 2001, 2002 and 2003 included the following components:



|                                          |  |                                                     |   |  |         |   |  |          |   |  |         |   |  |          |   |  |         |  
|----------------------------------------- |  | --------------------------------------------------- | - |  | ------- | - |  | -------- | - |  | ------- | - |  | -------- | - |  | ------- | -
|                                          |  | Retirement Benefits for the year ended December 31, |  
|                                          |  | 2001                                                |   |  | 2002    |   |  | 2003     |  
|                                          |  | Domestic                                            |   |  | Foreign |   |  | Domestic |   |  | Foreign |   |  | Domestic |   |  | Foreign |  
|                                          |  | ( in millions)                                     |  
|Service cost                              |  | 12.9                                                |   |  | 32.5    |   |  | 13.4     |   |  | 31.4    |   |  | 15.0     |   |  | 27.6    |  
|Interest cost                             |  | 20.3                                                |   |  | 108.3   |   |  | 15.3     |   |  | 103.1   |   |  | 15.1     |   |  | 93.4    |  
|Expected return on plan assets            |  | (11.0                                               | ) |  | (84.4   | ) |  | (2.5     | ) |  | (62.0   | ) |  | (2.6     | ) |  | (46.2   | )
|Amortization                              |  | 4.0                                                 |   |  | 4.1     |   |  | (2.1     | ) |  | 5.2     |   |  | (2.1     | ) |  | 5.0     |  
|                                          |  |                                                     |   |  |         |   |  |          |   |  |         |   |  |          |   |  |         |  
|Subtotal                                  |  | 26.2                                                |   |  | 60.5    |   |  | 24.1     |   |  | 77.7    |   |  | 25.4     |   |  | 79.8    |  
|SFAS No. 88 cost                          |  | (22.1                                               | ) |  | (1.4    | ) |  | 4.3      |   |  |        |   |  | 2.1      |   |  | (1.8    | )
|                                          |  |                                                     |   |  |         |   |  |          |   |  |         |   |  |          |   |  |         |  
|Net periodic benefit cost                 |  | 4.1                                                 |   |  | 59.1    |   |  | 28.4     |   |  | 77.7    |   |  | 27.5     |   |  | 78.0    |  
|Acquisitions                              |  |                                                    |   |  |        |   |  |         |   |  |        |   |  |         |   |  |        |  
|Other                                     |  |                                                    |   |  |        |   |  |         |   |  |        |   |  |         |   |  |        |  
|                                          |  |                                                     |   |  |         |   |  |          |   |  |         |   |  |          |   |  |         |  
|Total expense and change in balance sheet |  | 4.1                                                 |   |  | 59.1    |   |  | 28.4     |   |  | 77.7    |   |  | 27.5     |   |  | 78.0    |  
|                                          |  |                                                     |   |  |         |   |  |          |   |  |         |   |  |          |   |  |         |  



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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Weighted-average assumptions used in the calculation of retirement benefit obligations are as
follows:



|                               |  |                     |   |  |         |   |  |          |   |  |         |  
|------------------------------ |  | ------------------- | - |  | ------- | - |  | -------- | - |  | ------- | -
|                               |  | Retirement Benefits |  
|                               |  | 2002                |   |  | 2003    |  
|                               |  | Domestic            |   |  | Foreign |   |  | Domestic |   |  | Foreign |  
|Discount rate                  |  | 5.50                | % |  | 6.41    | % |  | 5.25     | % |  | 6.05    | %
|Rate of compensation increase  |  | 2.30                | % |  | 4.11    | % |  | 4.00     | % |  | 3.33    | %
|Expected return on plan assets |  | 5.50                | % |  | 8.86    | % |  | 5.25     | % |  | 8.57    | %



Weighted-average
assumptions used in the calculation of net periodic cost are as follows:



|                               |  |                     |   |  |         |   |  |          |   |  |         |   |  |          |   |  |         |  
|------------------------------ |  | ------------------- | - |  | ------- | - |  | -------- | - |  | ------- | - |  | -------- | - |  | ------- | -
|                               |  | Retirement Benefits |  
|                               |  | 2001                |   |  | 2002    |   |  | 2003     |  
|                               |  | Domestic            |   |  | Foreign |   |  | Domestic |   |  | Foreign |   |  | Domestic |   |  | Foreign |  
|Discount rate                  |  | 5.80                | % |  | 6.87    | % |  | 5.50     | % |  | 6.41    | % |  | 5.25     | % |  | 6.05    | %
|Rate of compensation increase  |  | 4.00                | % |  | 4.08    | % |  | 2.30     | % |  | 4.11    | % |  | 4.00     | % |  | 3.33    | %
|Expected return on plan assets |  | 5.80                | % |  | 8.74    | % |  | 5.50     | % |  | 8.86    | % |  | 5.25     | % |  | 8.57    | %



In 2004, Stora Enso
expects to contribute 15.4 million in respect to the Finnish TEL system for the disability liability. The accumulated benefit obligation for domestic plans amounted to 232.3 million and 187.5 million as of December 31, 2002 and
2003, respectively.



SFAS No. 132R Employers Disclosure
about Pensions and Other Postretirement Benefits Revised, which was issued in December 2003, will require additional disclosure related to our foreign plans in 2004.



Stora Enso has elected the deferral provisions of FSP No. FAS 106-1 Accounting and Disclosure Requirements Related to the
Medicare Prescription Drug, Improvement and Modernization Act of 2003until the earlier of the issuance of guidance by the FASB or the remeasurement of plan assets and obligations subsequent to January 31, 2004. Specific authoritative guidance
on the accounting for the effects of the Act is pending and that guidance, when issued, could require changes to previously reported information.



b)    Reverse acquisition



In December 1998, Enso Oyj acquired STORA through a share exchange transaction and changed its name to Stora Enso Oyj. The business combination was
accounted for using the uniting of interests method in the consolidated financial statements prepared in accordance with IFRS. Under U.S. GAAP, the business combination was accounted for as a purchase (reverse acquisition), with STORA as the
accounting acquirer. The total purchase consideration of Enso was determined on the basis of the fair value of the transaction when the combination was announced on June 2, 1998.



The excess of the cost of the acquisition of Enso over the fair value of the net assets acquired totaled 124.4 million
and has been recorded as goodwill under U.S. GAAP. Under U.S. GAAP, before the adoption of SFAS No. 142 Goodwill and Other Intangible Assets, on January 1, 2002, such goodwill was amortized on straight-line basis over an estimated economic
useful life of 20 years from the effective date of the combination. As a result of the adoption of SFAS No. 142, the remaining goodwill under U.S. GAAP is no longer subject to annual amortization but is subject to regular impairment tests; see
adjustment f) Impairment of goodwill.



The Group
disposed of its Finnish forest holdings as described in note 4, Acquisitions and Disposals, on December 5, 2002. The book value for these forest assets under IFRS amounted to 410.0 million and under U.S. GAAP to 650.5 million. The fair
market value as determined by the sale transaction amounted to 521.8 million and as a result, the U.S. GAAP fair value adjustment resulting from the reverse acquisition to the Finnish forest holdings has been included in the determination of
the loss on sale under U.S. GAAP. As the Company retained a



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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



41.0 percent ownership in its associated company Tornator Timberland Oy, a portion of the gain amounting to 44.2 million has been deferred under IFRS.
Under U.S. GAAP, the deferred gain has been eliminated as the transaction resulted in a loss under U.S. GAAP.



The total purchase accounting fair value adjustments were 1,086.1 million as of December 31, 1998. The effect of those adjustments on the
reconciliation of net profit (loss) and shareholders equity to the corresponding amounts under U.S. GAAP is as follows:



|                                             |  |                                |   |  |        |   |  |       |  
|-------------------------------------------- |  | ------------------------------ | - |  | ------ | - |  | ----- | -
|                                             |  | For the year endedDecember 31, |  
|                                             |  | 2001                           |   |  | 2002   |   |  | 2003  |  
|                                             |  | ( in millions)                |  
|Net income                                   |  |                                |   |  |        |   |  |       |  
|Amortization of goodwill                     |  | 18.2                           |   |  |       |   |  |      |  
|Depletion of forest assets                   |  | (4.7                           | ) |  | (4.8   | ) |  |      |  
|Loss on sale of forest holdings              |  |                               |   |  | (128.8 | ) |  |      |  
|Reversal of gain on sale recorded under IFRS |  |                               |   |  | (67.6  | ) |  |      |  
|Depreciation of tangible assets              |  | (81.5                          | ) |  | (81.5  | ) |  | (81.5 | )
|Financial income and expenses                |  | (16.3                          | ) |  |       |   |  |      |  
|Change in deferred tax liabilities           |  | 31.0                           |   |  | 78.2   |   |  | 21.8  |  
|                                             |  |                                |   |  |        |   |  |       |  
|Total                                        |  | (53.3                          | ) |  | (204.5 | ) |  | (59.7 | )
|                                             |  |                                |   |  |        |   |  |       |  



The additional
depletion cost under U.S. GAAP for Finnish forest holdings for the period of January 1, 2002 to December 5, 2002 amounted to 4.8 million with the related tax effect of 1.3 million. The loss on sale under U.S. GAAP on the Finnish forest
holdings amounted to 128.8 million with the related tax effect of 36.0 million. In addition, the 2002 adjustment reverses portion of the gain recorded under IFRS relating to the forest assets amounting to 67.6 million with the
related tax amounting to 18.9 million.



|                                     |  |                    |   |  |        |  
|------------------------------------ |  | ------------------ | - |  | ------ | -
|                                     |  | As of December 31, |  
|                                     |  | 2002               |   |  | 2003   |  
|                                     |  | ( in millions)    |  
|Shareholders equity                 |  |                    |   |  |        |  
|Goodwill                             |  | (79.0              | ) |  | (79.0  | )
|Reversal of deferred gain under IFRS |  | 44.2               |   |  | 44.2   |  
|Buildings and structures             |  | 308.3              |   |  | 292.9  |  
|Machinery and equipment              |  | 528.4              |   |  | 462.4  |  
|Shares in associated companies       |  | 128.4              |   |  | 128.4  |  
|Deferred tax liabilities             |  | (272.0             | ) |  | (250.3 | )
|                                     |  |                    |   |  |        |  
|Total                                |  | 658.3              |   |  | 598.6  |  
|                                     |  |                    |   |  |        |  



c)    Acquisition of Consolidated Papers, Inc



In August 2000, the Company completed the acquisition of Consolidated Papers, Inc. The purchase price for the acquisition under IFRS was determined on the basis of the stock price for Stora Enso series R shares issued
and stock options exchanged as part of the consideration at the acquisition date. Under U.S. GAAP, the measurement date for the valuation for equity securities has been determined by using the announcement date. Accordingly, the difference of
485.7 million in the purchase price at the acquisition date has been recorded as additional goodwill under U.S. GAAP. The additional amortization expense amounted to 24.2 million for the



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STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



year ended December 31, 2001. Since the adoption of SFAS No. 142 as of January 1, 2002, goodwill is no longer amortized under U.S. GAAP. The difference in
the amount of goodwill between IFRS and U.S. GAAP in the amount of goodwill is also affected by change in cumulative translation adjustment as the goodwill and accumulated amortization is denominated in U.S. dollar, which is recorded directly in
shareholders equity in the cumulative translation account.



As more fully described under adjustment f) Impairment of goodwill, the Company recognized additional goodwill impairment charges under U.S. GAAP of 162.2 million in 2002 related to goodwill that arose from the acquisition
of Consolidated Papers Inc.



In addition, this adjustment is
affected as a result of classifying an operating lease under U.S. GAAP as a financing lease under IFRS as of August 31, 2000. Accordingly, the depreciation and interest expense recorded under IFRS was decreased by 9.6 million, 9.1
million and 7.8 million to arrive at the operating lease expense under U.S. GAAP for the years ended December 31, 2001, 2002 and 2003 respectively.



The following table shows the break-down of the adjustment related to the acquisition of Consolidated Papers Inc as of December 31, 2002 and 2003,
respectively:



|                                    |  |                 |   |  |                |   |  |        |  
|----------------------------------- |  | --------------- | - |  | -------------- | - |  | ------ | -
|                                    |  | Goodwill        |   |  | Lease contract |   |  | Total  |  
|                                    |  | ( in millions) |  
|Opening balance January 1, 2002     |  | 457.9           |   |  | 12.1           |   |  | 470.0  |  
|Recognized through income statement |  | (162.2          | ) |  | 9.1            |   |  | (153.1 | )
|Translation difference              |  | (57.1           | ) |  | (2.8           | ) |  | (59.9  | )
|                                    |  |                 |   |  |                |   |  |        |  
|Ending balance December 31, 2002    |  | (238.6          | ) |  | 18.4           |   |  | 257.0  |  
|                                    |  |                 |   |  |                |   |  |        |  
|Recognized through income statement |  |                |   |  | 7.8            |   |  | 7.8    |  
|Translation difference              |  | (65.1           | ) |  | (3.9           | ) |  | (69.0  | )
|                                    |  |                 |   |  |                |   |  |        |  
|Ending balance December 31, 2003    |  | 173.5           |   |  | 22.3           |   |  | 195.8  |  
|                                    |  |                 |   |  |                |   |  |        |  



d)    Provision
for future reforestation costs



Stora Enso has recognized
a provision for future reforestation costs in Sweden under IFRS, because the Company has a present legal obligation. This provision amounted to 22.7 million and 23.5 million as of December 31, 2002 and 2003, respectively. The provision
does not meet the requirements of SFAS No. 5, Accounting for Contingencies and is consequently reversed under U.S. GAAP.



e)    Derivative financial instruments



Under U.S. GAAP (prior to the adoption of SFAS No. 133 Accounting for Derivative Financial Instruments and Hedging Activities,as of January 1,
2001), hedge (deferral) accounting was applied to qualifying derivative financial instruments that were designated and effective as a hedge. Unrealized gains and losses on such derivative financial instruments were deferred until the gains and
losses on the related underlying hedged items were recognized. If the derivative financial instruments did not qualify as hedges, unrealized gains and losses were recognized immediately in income.



The Group entered into forward exchange contracts to manage its foreign
exchange exposure related to some anticipated future revenues and expenses denominated in foreign currencies other than the euro. Some of these transactions were entered into in respect of future revenues and expenses that are not covered by firm
commitments. As permitted under IFRS (prior to the adoption of IAS 39 as of January 1, 2001), the Group had



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STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



deferred the unrealized gains and losses on such hedges until the related revenue and expense were realized. Under U.S. GAAP such unrealized gains and losses
had to be included in the determination of net income before the adoption of SFAS No. 133. As a result of the adoption of IAS 39, all derivative financial instruments were recorded at fair value as of January 1, 2001 and any difference between
previous carrying amounts and fair values was adjusted to shareholders equity. Consequently, the difference between shareholders equity under IFRS and U.S. GAAP has been eliminated as of January 1, 2001.



Stora Enso Oyj has entered into forward foreign exchange contracts in order
to hedge net investments in Canada and the United Kingdom as explained in note 22. The investments are held by a Swedish subsidiary of Stora Enso Oyj, which has a functional currency of SEK. With respect to hedging foreign currency risk, IFRS does
not require that the operating unit that is exposed to the risk being hedged be a party to the hedging instrument and does not require same functional currencies. U.S. GAAP foreign currency hedge accounting criteria requires that the member of the
consolidated group that is party to the hedging instrument have the same functional currency as the unit exposed to the risk. Accordingly, hedge accounting cannot be applied under U.S. GAAP and the fair values of the forward exchange contracts have
been included in the determination of net income, net of taxes. As of May 31, 2003, the UK Holdings was transferred from the Swedish subsidiary to Stora Enso Oyj and the hedge accounting criteria under U.S. GAAP have been met with respect to the GBP
net investment since that date and accordingly the fair values of such forward exchange contracts have been recorded directly in the CTA account within equity.



f)    Impairment of goodwill



The Group recognized an impairment charge of 89.9 million on goodwill for the year ended December 31, 1998 under IFRS. In determining the
recoverable amount of these assets, Stora Enso discounted future cash flows expected to result from the use and eventual disposition of these assets. Under U.S. GAAP, prior to the adoption of SFAS No. 142, the Group applied the provisions of SFAS
No. 121 Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of which required that expected cash flows used in determination of an assets recoverable amount be undiscounted. As the recoverable
amount based on undiscounted cash flows exceeded the carrying value no impairment existed relating to these assets in 1998 under U.S. GAAP.



The impairment loss recognized for the year ended December 31, 1998 of 89.9 million has been reversed under U.S. GAAP. Additional amortization
expense of 10.1 million has been recognized for the year ended December 31, 2001, resulting from reversal of the write-down recorded under IFRS. Since the adoption of SFAS No. 142 as of January 1, 2002, goodwill is no longer amortized under
U.S. GAAP. Accumulated amortization relating to these assets is 221.0 million.



The Group has evaluated its existing goodwill relating to prior business combinations and has determined that an adjustment or reclassification to intangible assets as of January 1, 2002 was not required in order to
conform to the new criteria in SFAS No. 141 Business Combinations. The Company has also reassessed the useful lives and carrying values of other intangible assets, and will continue to amortize these assets over their remaining useful lives.



As of January 1, 2002, the Group performed the transitional
goodwill impairment test under SFAS No. 142 for each of its reporting units by comparing the carrying value of the reporting unit to its fair value. Fair value was determined using discounted projected future cash flows. Upon completion of the
transitional impairment test, the Group determined that there was no impairment as of January 1, 2002, as the carrying value for each reporting unit did not exceed fair value. The Group has determined that the annual goodwill impairment testing date
required by SFAS No. 142 is September 30.



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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



The annual impairment test as of September 30, 2002 resulted in carrying value exceeding the fair
value for two of the Groups reporting units and accordingly, additional testing was performed for possible goodwill impairment. The fair value of these business units was then allocated to individual assets and liabilities of the reporting
unit based on appraised values. Any excess of fair value over the allocated amounts was equal to the implied fair value of goodwill. Where this implied goodwill value was less than the goodwill book value, an impairment charge was recorded. Based on
the impairment testing completed as of the annual testing date, an impairment charge of 924.2 million was recorded for the Magazine Paper segment and an impairment charge of 156.9 million for the Fine Paper segment, resulting in a total
impairment charge under U.S. GAAP of 1,081.1 million.



Under IFRS, goodwill is allocated to cash generating units, which are the smallest group of identifiable assets that include the goodwill under review for impairment, and that generate cash inflows from continuing use that are
largely independent of the cash inflows from other assets. Under IFRS, the Group recorded a goodwill impairment charge for the Magazine Paper segment of 790.1 million and for the Fine Paper segment of 128.8 million, resulting in a total
goodwill impairment charge of 918.9 million. The impairment loss was calculated as the difference between the recoverable amount for the cash generating unit and its carrying value which was then allocated first to goodwill and then on a
pro-rata basis to the other assets in that unit (see note 10).



The different techniques applied under IFRS and U.S. GAAP resulted in an additional goodwill impairment charge under U.S. GAAP for the Magazine Paper segment of 134.1 million and for the Fine Paper segment of 28.1 million for a
total charge of 162.2 million.



The annual impairment
test as of September 30, 2003 resulted in a goodwill impairment charge of 47.1 million for the Fine Paper segment under U.S. GAAP. However, there was no impairment under IFRS since the net assets and goodwill balances for the Fine Paper
segment are lower according to IFRS than under U.S. GAAP.



The
following table presents changes in the goodwill balances (as determined under U.S. GAAP) as allocated to each reportable segment for the years ended December 31, 2002 and 2003.



|                        |  |                  |   |  |           |   |  |                 |   |  |           |   |  |                  |  |       |   |  |          |  
|----------------------- |  | ---------------- | - |  | --------- | - |  | --------------- | - |  | --------- | - |  | ---------------- |  | ----- | - |  | -------- | -
|                        |  | PublicationPaper |   |  | FinePaper |   |  | PackagingBoards |   |  | Merchants |   |  | WoodSupplyEurope |  | Other |   |  | Total    |  
|                        |  | ( in millions)  |  
|As of January 1, 2002   |  | 1,238.4          |   |  | 1,277.2   |   |  | 87.2            |   |  | 20.8      |   |  | 81.4             |  | 5.9   |   |  | 2,710.9  |  
|Translation difference  |  | (57.4            | ) |  | (187.8    | ) |  | 0.9             |   |  | 0.5       |   |  |                 |  | 0.3   |   |  | (243.5   | )
|Acquisitions            |  |                 |   |  |          |   |  | 26.7            |   |  |          |   |  |                 |  |      |   |  | 26.7     |  
|Disposals               |  |                 |   |  |          |   |  |                |   |  |          |   |  |                 |  |      |   |  |         |  
|Impairment losses       |  | (924.2           | ) |  | (156.9    | ) |  |                |   |  |          |   |  |                 |  |      |   |  | (1,081.1 | )
|                        |  |                  |   |  |           |   |  |                 |   |  |           |   |  |                  |  |       |   |  |          |  
|As of December 31, 2002 |  | 256.8            |   |  | 932.5     |   |  | 114.8           |   |  | 21.3      |   |  | 81.4             |  | 6.2   |   |  | 1,413.0  |  
|                        |  |                  |   |  |           |   |  |                 |   |  |           |   |  |                  |  |       |   |  |          |  
|Translation difference  |  | (16.8            | ) |  | (151.2    | ) |  | (2.1            | ) |  | (0.7      | ) |  | 1.9              |  |      |   |  | (168.9   | )
|Acquisitions            |  |                 |   |  |          |   |  | 2.6             |   |  |          |   |  | 71.1             |  | 0.2   |   |  | 73.9     |  
|Disposals               |  |                 |   |  |          |   |  |                |   |  |          |   |  |                 |  |      |   |  |         |  
|Reclassification        |  | 5.8              |   |  | 1.1       |   |  | 1.6             |   |  | (2.1      | ) |  |                 |  | (6.4  | ) |  |         |  
|Impairment losses       |  |                 |   |  | (47.1     | ) |  |                |   |  |          |   |  |                 |  |      |   |  | (47.1    | )
|                        |  |                  |   |  |           |   |  |                 |   |  |           |   |  |                  |  |       |   |  |          |  
|As of December 31, 2003 |  | 245.8            |   |  | 735.3     |   |  | 116.9           |   |  | 18.5      |   |  | 154.4            |  | 0     |   |  | 1,270.9  |  
|                        |  |                  |   |  |           |   |  |                 |   |  |           |   |  |                  |  |       |   |  |          |  



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



g)    Impairment of fixed assets



The Group recognized an impairment charge of 224.4 million on
long-lived tangible assets in September 2002 under IFRS. The impairment loss was determined as the difference between the recoverable amount of the cash-generating unit and its carrying amount and the difference was allocated first to goodwill and
then on a pro-rata basis to the long-lived tangible assets of that unit. In determining the recoverable amount of these assets the Group discounted future cash flows expected to result from the use and eventual disposition of these assets. Under
SFAS No. 144 Accounting for the Impairment or Disposal of Long-Lived Assets, an impairment charge should be recognized only if the carrying amount of the asset is not recoverable and exceeds its fair value. The carrying amount of an asset is
not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. As the carrying value exceeded the recoverable amount based on undiscounted cash flows, these long-lived
assets were measured for impairment under U.S. GAAP.



The fair
value for the long-lived assets to be held and used U.S. GAAP was determined by using a depreciated replacement cost method as determined by an external valuation specialist. The difference between the carrying value and the fair value amounted to
151.1 million and accordingly, a portion of the impairment loss recorded under IFRS amounting to 73.3 million has been reversed under U.S. GAAP in 2002.



Additional depreciation under U.S. GAAP amounted to 1.5 million and 4.9 million for the three-month period ended
December 31, 2002, and for the year ended December 31, 2003, respectively, which has been calculated based on the remaining useful lives for these assets and recorded through U.S. GAAP earnings, net of taxes.



h)    Stock based compensation



Under IFRS, no compensation is recognized for equity compensation benefits
for stock warrants or for cash payments that will depend on the future market price of the Companys stock.



As allowed under U.S. GAAP, by SFAS No. 123, Accounting for Stock-Based Compensation, the Company has elected to apply the intrinsic value method
of APB Opinion No. 25, Accounting for Stock Issued to Employees, and related interpretations in accounting for its schemes.



The Companys option schemes for synthetic options, established in 1999, 2000, 2001, 2002 and 2003 are settled in cash by measuring the difference
between the exercise price and the prevailing stock price. Under U.S. GAAP, these schemes are accounted for as stock appreciation rights in accordance with FASB Interpretation No. 28 Accounting for Stock Appreciation Rights and Other Variable
Stock Option or Award Plans, where compensation is measured each period end between the exercise price and the current stock price. Such compensation is accrued as a charge to expense over the future service period and adjusted in subsequent
periods up to the measurement date for changes, either increases or decreases, in the share price.



In April 1989, the shareholders of Consolidated Papers approved a Stock Option Plan for granting options to directors, officers and all other non-union
employees (1989 Stock Option Plan). In April 1998, the company adopted a similar plan, the 1998 Incentive Compensation Plan. This plan provides for the granting of options, stock appreciation rights, stock or cash awards to directors, officers and
all other non-union employees. In August 2000 the Board of Directors decided to convert the Consolidated papers stock option plans (1989 Stock Option plan and 1998 Incentive Compensation Plan) into stock option plans of Stora Enso (North
America Option Program).



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



On April 7, 1997, the Company issued 1,000 warrants with a maximum value of 168,187 (FIM 1
million) to 15 members of senior management. Each bond accrues annual interest of 4.0 percent, has a maturity of five years and carries one warrant entitling the holder to subscribe for 3,000 new Series R shares at a subscription price of 7.66
(FIM 45.57). The exercise period runs from December 1, 1998 to March 31, 2004 and the bond entitles the holder to receive a dividend for the year in which the warrants are exercised. By January 15, 2004, 2,433,000 new Series R shares had been issued
against the warrants, representing 0.1 percent of the share capital, and if the warrants are exercised in full, the further issue of 567,000 new shares will raise share capital by another 1.0 million.



An analysis of the Companys fixed stock option plans, which are fully
vested as of December 31, 2001, 2002 and 2003 is as follows:



|                                                    |  |                            |  |                                |  |                    |  |                               
|--------------------------------------------------- |  | -------------------------- |  | ------------------------------ |  | ------------------ |  | ------------------------------
|                                                    |  | North AmericaOptionProgram |  | Weighted averageexercise price |  | 1997 OptionProgram |  | Weighted averageexercise price
|                                                    |  | Shares                     |  |                               |  | Shares             |  |                              
|Outstanding and exercisable as of January 1, 2001   |  | 5,679,625                  |  | 7.49                           |  | 2,724,000          |  | 7.66                          
|Exercised and registered                            |  | 2,423,169                  |  | 7.65                           |  | 699,000            |  | 7.66                          
|Outstanding and exercisable as of December 31, 2001 |  | 3,256,456                  |  | 8.01                           |  | 2,025,000          |  | 7.66                          
|Exercised and registered                            |  | 786,472                    |  | 7.41                           |  | 1,161,000          |  | 7.66                          
|Outstanding and exercisable as of December 31, 2002 |  | 2,469,984                  |  | 6.75                           |  | 864,000            |  | 7.66                          
|Exercised and registered                            |  | 565,513                    |  | 5.50                           |  | 297,000            |  | 7.66                          
|Expired                                             |  | 5,278                      |  | 5.70                           |  |                   |  |                              
|Outstanding and exercisable as of December 31, 2003 |  | 1,899,692                  |  | 5.63                           |  | 567,000            |  | 7.66                          



The weighted-average
fair value of the 1997 option program and North America Option Program is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions used for 1997 option program and North America
Option Program, respectively: risk-free interest rates of 4.56 percent and 5.88 percent; expected dividend yields of 2.30 percent and 2.82 percent; expected lives of 4.3 and 8.0 years; and expected volatility of 30.6 percent; and 30.0 percent. The
measurement date for the fair valuation of the North America Option Program under U.S. GAAP was determined by using the announcement date of the acquisition by Stora Enso of Consolidated Papers Inc., which differs from the measurement date under
IFRS. See note 28 (c) for discussion of the purchase accounting.



Exercise prices for North America options outstanding as of December 31, 2003, ranged from 4.25 to 8.27. The exercise prices are denominated in U.S. dollars and converted into euros at the year-end rate. Of the 1,899,693 options
outstanding as of December 31, 2003, 532,977 have exercise prices between 4.25 and 4.82, with a weighted average exercise price of 4.82 and a weighted average remaining contractual life of 5.1 years. Of these options, 525,735 are
exercisable with a weighted average exercise price of 4.82. Of the outstanding options 893,048 have exercise prices between 4.85 and 5.75, with a weighted average exercise price of 5.66 and a weighted average remaining
contractual life of 5.3 years. Of these options, 701,945 are exercisable with a weighted average exercise price of 5.75. The remaining 473,668 options have exercise prices between 5.79 and 8.27, with a weighted average exercise
price of 6.49 and a weighted average remaining contractual life of 3.7 years. Of these options, 271,376 are exercisable with a weighted average exercise price of 6.35.



F-78



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



i)    Synthetic option hedge



In connection with the establishment of the synthetic option schemes, Stora
Enso has entered into total return swaps in order to mitigate its exposure on the appreciation of its shares. Before the adoption of IAS 39, Stora Enso accrued for the interest payment on the notional amount of the swap and for the difference
between the exercise price and the hedged stock price. For U.S. GAAP purposes, this transaction did not qualify for hedge accounting and was therefore marked to market with the resulting unrealized losses included in the determination of net income.



As a result of adopting IAS 39, the Group fair values the
total return swaps and records the changes in fair values through current period net income. As a result, the difference between IFRS and U.S. GAAP has been eliminated as of January 1, 2001.



j)    Pension surplus refund



During 2000, Stora Enso received a surplus refund from the Swedish pension
insurer SPP. The refund was received partly in cash with the remaining portion of the total amount mainly available for use against future pension premiums. Under IFRS, the total surplus refund was recognized in income. Under U.S. GAAP, only the
portion reimbursed in cash can be recognized as income.



k)    Amortization of goodwill



Under IFRS, goodwill is amortized over its estimated useful life. Under U.S. GAAP, before July 1, 2001, goodwill was amortized over its estimated useful life consistent with IFRS. The Group adopted the transition provisions of SFAS No. 141
for acquisitions from July 1, 2001. The Group also adopted the provisions of SFAS No. 142 on January 1, 2002. As a result of the adoption of SFAS No. 141 and SFAS No. 142, goodwill is no longer subject to amortization under U.S. GAAP subsequent to
the date of adoption. The book value of goodwill is tested for impairment annually, or more frequently, if circumstances indicate that the book value could be impaired (see adjustment g) Impairment of goodwill).



The U.S. GAAP adjustment reverses the amortization expense recorded under
IFRS and also reverses the movement in accumulated amortization under IFRS during the period subsequent to the adoption of SFAS No. 141 and SFAS No. 142.



Had the Company accounted for its goodwill under SFAS No. 142 for the year ending December 31, 2001, the impact on reported results would have been as
follows:



|                                                              |  |                                     
|------------------------------------------------------------- |  | ------------------------------------
|                                                              |  | For the year ended December 31, 2001
|                                                              |  | ( in millions)                     
|                                                              |  | (unaudited)                         
|Net income under U.S. GAAP, as reported                       |  | 875.4                               
|Goodwill amortization                                         |  | 147.2                               
|                                                              |  |                                     
|Adjusted net income under U.S. GAAP                           |  | 1,022.6                             
|                                                              |  |                                     
|Basic and diluted earnings per share:                         |  |                                     
|Net income under U.S. GAAP, as reported                       |  | 0.97                                
|Goodwill amortization                                         |  | 0.16                                
|                                                              |  |                                     
|Adjusted basic and diluted earnings per share under U.S. GAAP |  | 1.13                                
|                                                              |  |                                     



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



l)    Restructuring costs



As a result of the Groups restructuring plans, termination benefit costs were recorded under IFRS during 2003
amounting to 53.2 million, of which 32.6 million was recognized as a provision as of December 31, 2003. If employees are required to render service until they are terminated in order to receive the termination benefits, the cost under
U.S. GAAP is recognized ratably over the future service period, whereas under IFRS, a provision for the full termination benefit cost is recognized in the period in which the Group becomes legally or constructively committed to a plan. As a result,
20.7 million of termination benefit costs recognized as a liability under IFRS have been reversed under U.S. GAAP as of December 31, 2003.



m)    Biological assets



Biological assets



Under IFRS, beginning with the adoption of IAS 41, Agriculture ̧ on January 1, 2003, Stora Ensos forest assets in the form of standing
trees are fair valued on the balance sheet changes in the fair values recorded through current period earnings which amount to 10.9 million before tax during 2003 (see note 12). The land on which the trees grow is recorded at cost.



Under U.S. GAAP, timber and timberlands are recorded at cost, and
reforestation cost is capitalized, less depletion for the cost of timber harvested. Depletion is computed by the units-of-production method. As a result, the fair market values recorded under IFRS are reversed under U.S. GAAP and cost of timber
harvested is recorded through current period earnings which amounted to 13.2 million during 2003.



n)    Share of results in associated companies



Stora Ensos share of results in associated companies is determined using the equity method and is based on the financial statements of the investees
prepared in accordance with IFRS. The U.S. GAAP share of results of associated companies is adjusted to reflect differences between IFRS and U.S. GAAP relating to the associates. The significant difference relates to accounting for biological
assets, see adjustment m) Biological assets.



o)    Additional disclosures required under U.S. GAAP



Assets held for sale



On December 8, 2003, Stora Ensos board of directors approved a plan to restructure ownership of the Groups forest lands in Sweden and in Canada as explained in note 4. The forest land held for sale is part of the Forest Products
segment. The disposal is scheduled for completion during the first quarter in 2004.



The major classes of assets and liabilities under U.S. GAAP included as part of these disposals as of December 31, 2003 are presented below:



|                                             |  |                       
|-------------------------------------------- |  | ----------------------
|                                             |  | As ofDecember 31, 2003
|                                             |  | ( in millions)       
|Fixed Assets and other long-term investments |  | 757.6                 
|Current Assets                               |  | 23.4                  
|                                             |  |                       
|Total Assets                                 |  | 781.0                 
|                                             |  |                       
|Long Term Liabilities                        |  | 242.2                 
|Current Liabilities                          |  | 30.5                  
|                                             |  |                       
|Total Liabilities                            |  | 272.7                 
|                                             |  |                       



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Intangible assets



As of December 31, 2003, the Groups intangible assets amounted to 80.4 million and consisted of capitalized and
purchased software of 65.7 million, patents and trademarks of 9.1 million and other intangible assets of 5.6 million. The Group does not have indefinite lived intangible assets. Intangible assets were 73.3 million as of
December 31, 2002, of which capitalized and purchased software were 47.8 million, patents and trademarks were 9.8 million and other intangible assets were 15.7 million.



Intangible assets are amortized on a straight-line basis over their expected useful lives, which vary from 3 to 10 years.
The amortization expense of identifiable intangible assets subject to amortization and recorded in books as of December 31, 2003 is expected to approximate 17.0 million for each of the five years from 2004 through 2008.



Segment information



The Group evaluates the performance of its segments and allocates resources
to them based on operating profit.



|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|------------------------------ |  | ------------------------------- | - |  | ---------- | - |  | ---------- | - |  | -------- | - |  | ----- | - |  | ------ | -
|                               |  | For the year ended December 31, |  
|                               |  | 2001                            |   |  | 2002       |   |  | 2003       |  
|                               |  | (Restated)                      |   |  | (Restated) |   |  | (Restated) |  
|                               |  | ( in millions)                 |  
|                               |  |                                 |   |  | (1)        |   |  |            |   |  | (1)      |   |  |       |   |  | (1)    |  
|Paper                          |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Publication paper              |  | 782.9                           |   |  | 852.8      |   |  | (762.7     | ) |  | 313.6    |   |  | 47.2  |   |  | 111.1  |  
|Fine paper                     |  | 328.4                           |   |  | 394.2      |   |  | 67.9       |   |  | 298.3    |   |  | 100.1 |   |  | 153.5  |  
|Merchants                      |  | (10.1                           | ) |  | (7.3       | ) |  | (24.7      | ) |  | 5.4      |   |  | (8.9  | ) |  | (6.7   | )
|Packaging boards               |  | 329.1                           |   |  | 339.8      |   |  | 332.3      |   |  | 345.3    |   |  | 280.5 |   |  | 292.4  |  
|Forest products                |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Wood products                  |  | 4.2                             |   |  | 11.6       |   |  | 30.1       |   |  | 44.5     |   |  | 6.5   |   |  | 26.5   |  
|Wood supply Europe             |  | 87.2                            |   |  | 87.2       |   |  | 120.5      |   |  | 94.6     |   |  | 116.5 |   |  | 116.5  |  
|Other(2)                       |  | (46.7                           | ) |  | (43.5      | ) |  | 58.9       |   |  | (52.5    | ) |  | (70.5 | ) |  | (51.5  | )
|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Operating profit (loss), total |  | 1,475.0                         |   |  | 1634.8     |   |  | (177.7     | ) |  | 1,049.2  |   |  | 471.4 |   |  | 641.8  |  
|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Goodwill amortization          |  |                                |   |  | (151.5     | ) |  |           |   |  | (148.8   | ) |  |      |   |  | (116.0 | )
|Non-recurring items(3)         |  |                                |   |  | (8.3       | ) |  |           |   |  | (1,078.1 | ) |  |      |   |  | (54.4  | )
|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  
|Operating profit (loss), total |  | 1,475.0                         |   |  | 1,475.0    |   |  | (177.7     | ) |  | (177.7   | ) |  | 471.4 |   |  | 471.4  |  
|                               |  |                                 |   |  |            |   |  |            |   |  |          |   |  |       |   |  |        |  

---

|(1) |  | The operating profit (loss) presented by product area excludes goodwill amortization and non-recurring items.
|--- |  | -------------------------------------------------------------------------------------------------------------

|(2) |  | Includes non-allocated corporate overhead items and elimination of group internal margin in consolidation.
|--- |  | ----------------------------------------------------------------------------------------------------------

|(3) |  | The non-recurring items for 2001 consist mainly of capital gains from the sale of the Düsseldorf office building and closing costs related to a mill closing, and a provision
related to the disposal of Stora Carbonless Paper GmbH. The non-recurring items for 2002 consist mainly of a one-time impairment charge related to our North American assets and capital gains from the sale of shares of Billerud and forest land in
Finland and in the United States. The non-recurring items for 2003 consist mainly of restructuring charges related to the cost reduction program in North America, a provision related to restructuring costs at the Corbehem Mill in France and a
provision related to the expected capital loss on the sale of forest land in Ontario, Canada.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Accrued payroll



The Groups total amount of accrued payroll charges such as accrued wages and salaries and holiday pay included under current liabilities on the
balance sheet amounted to 255.4 million and 267.1 million as of December 31, 2003 and 2002, respectively.



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##### Table of Contents

STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



Deferred taxes



The IFRS presentation of deferred taxes differs from the methodology set forth under U.S. GAAP. Under U.S. GAAP, deferred
tax assets and liabilities must either be classified as current or non-current based on the classification of the related asset or liability recorded on the balance sheet. The following table presents the IFRS deferred tax assets and liabilities
according to the presentation required by SFAS 109, Accounting for Income Taxes, under U.S. GAAP as of December 31, 2002 and 2003, respectively.



|                                           |  |                    |   |  |          |  
|------------------------------------------ |  | ------------------ | - |  | -------- | -
|                                           |  | As of December 31, |  
|                                           |  | 2002               |   |  | 2003     |  
|                                           |  | ( in millions)    |  
|Current assets                             |  |                    |   |  |          |  
|Intercompany profit in inventory           |  | 9.8                |   |  | 9.4      |  
|Tax losses carried forward                 |  | 59.6               |   |  | 5.3      |  
|Fixed assets/depreciation and amortization |  | 37.7               |   |  | 30.8     |  
|Pension provisions                         |  | 13.5               |   |  | 9.4      |  
|Other                                      |  | 15.0               |   |  | 12.0     |  
|                                           |  |                    |   |  |          |  
|                                           |  | 135.6              |   |  | 66.9     |  
|Non-current assets                         |  |                    |   |  |          |  
|Tax losses carried forward                 |  | 193.0              |   |  | 231.7    |  
|Fixed assets/depreciation and amortization |  | 130.3              |   |  | 108.1    |  
|Pension provisions                         |  | 155.1              |   |  | 150.7    |  
|Other provisions                           |  | 12.6               |   |  | 28.3     |  
|Other                                      |  | 91.0               |   |  | 115.3    |  
|                                           |  |                    |   |  |          |  
|                                           |  | 582.0              |   |  | 634.1    |  
|                                           |  |                   
|Deferred tax assets                        |  | 717.6              |   |  | 701.0    |  
|Less: valuation allowance                  |  | (93.7              | ) |  | (88.5    | )
|                                           |  |                    |   |  |          |  
|Total deferred tax assets                  |  | 623.9              |   |  | 612.5    |  
|                                           |  |                    |   |  |          |  
|Current deferred tax liabilities           |  |                    |   |  |          |  
|Untaxed reserves                           |  | (11.4              | ) |  | (152.3   | )
|Other                                      |  | (35.7              | ) |  | (52.6    | )
|                                           |  |                    |   |  |          |  
|                                           |  | (47.1              | ) |  | (204.9   | )
|Non-current deferred tax liabilities       |  |                    |   |  |          |  
|Fair value gains/losses                    |  | (332.9             | ) |  | (547.3   | )
|Depreciation                               |  | (1,558.1           | ) |  | (1,404.6 | )
|Untaxed reserves                           |  | (106.7             | ) |  | (63.9    | )
|Other comprehensive income                 |  | (108.3             | ) |  | (27.6    | )
|Other                                      |  | (155.5             | ) |  | (129.4   | )
|                                           |  |                    |   |  |          |  
|                                           |  | (2,261.5           | ) |  | (2,172.8 | )
|                                           |  |                   
|Total deferred tax liabilities             |  | (2,308.6           | ) |  | (2,377.7 | )
|                                           |  |                    |   |  |          |  
|Net deferred tax (liability)/asset         |  | (1,684.7           | ) |  | (1,765.2 | )
|                                           |  |                    |   |  |          |  



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STORA ENSO OYJ AND SUBSIDIARIES



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Continued)



p)    Classification differences



Consolidated income statement



In accordance with IFRS, the Group classifies gains on sale of fixed assets
as a component of operating profit. Under U.S. GAAP, these items would be classified as a component of non-operating profit.



In accordance with IFRS, gains and losses resulting from extinguishment of debt are classified as a component of net financial items. Under U.S. GAAP,
before the adoption of SFAS No. 145 Rescission of FAS Nos. 4, 44, and 64, Amendment of FAS 13, and Technical Corrections as of April 2002, these items are classified as an extraordinary item, net of related income tax.



q)    New accounting standards



U.S. GAAP Developments



FIN 46-R



In December 2003, the FASB issued revised FASB Interpretation 46 (FIN
46-R), Consolidation of Variable Interest Entities, an Interpretation of ARB 51.FIN 46-R requires certain variable interest entities to be consolidated by the primary beneficiary of the entity if the equity investors in the
entity do not have the characteristics of a controlling financial interest or do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. The consolidation
requirements of FIN 46-R apply to variable interest entities no later than the end of the first reporting period that ends after March 15, 2004. FIN 46-R applies to those entities that are considered special purpose entities, no later than as of the
end of the first reporting period that ends after December 15, 2003. The adoption of FIN46-R is not expected to impact the consolidated financial statements of the Group. The Group has adopted FIN 46-R for all periods presented in these financial
statements and has determined that, although the associated company Tornator Timberland Oy is a variable interest entity, Stora Enso is not, however, the primary beneficiary. The Group does not have any other variable interest entities.



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SIGNATURES



The registrant certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to
sign this annual report on its behalf.



Date: April 26, 2004



STORA ENSO OYJBy:

/s/ ESKO MÄKELÄINENName:

Esko MäkeläinenTitle:

Senior Executive Vice President, Finance, Accounting and Legal Affairs, and Chief Financial OfficerBy:

/s/ JYRKI KURKINENName:

Jyrki KurkinenTitle:

Senior Vice President, Legal Affairs, and General Counsel