EXHIBIT 4(ix)

                               EIGHTH AMENDMENT TO
                           CREDIT AGREEMENT AND WAIVER

             This Eighth Amendment to Credit Agreement dated as of March 9,
   1998 among Badger Paper Mills, Inc. ("Badger"), PlasTechs, Inc.
   ("PlasTechs") (collectively, Badger and PlasTechs are hereinafter
   sometimes referred to as "Borrowers" and individually each is sometimes
   referred to as a "Borrower') and Harris Trust and Savings Bank, as sole
   Lender and as Agent.

                              W I T N E S S E T H :

             WHEREAS, the Borrowers and the Lenders have heretofore executed
   and delivered that certain Credit Agreement dated as of June 30, 1993 (as
   amended through the Seventh Amendment thereto, the "Credit Agreement");
   and

             WHEREAS, the Borrowers have requested that the Lenders make
   certain amendments to the Credit Agreement;

             NOW, THEREFORE, for good and valuable consideration the receipt
   of which is hereby acknowledged, the parties hereto agree that the Credit
   Agreement shall be and hereby is amended as follows:

             1.   Section 7.7 of the Credit Agreement is hereby amended in
   its entirety to read as follows:

             Section 7.7.  Consolidated Tangible Net Worth.  Badger
             will, as of the last day of each fiscal month of
             Badger ending during each of the periods specified
             below maintain Consolidated Tangible Net Worth at not
             less than:

                                                 CONSOLIDATED TANGIBLE
                                                 NET WORTH SHALL NOT
        FROM AND INCLUDING    TO AND INCLUDING        BE LESS THAN

        March 1, 1998         June 29, 1998            $16,100,000
        June 30, 1998         December 30, 1998        $16,500,000
        December 31, 1998     Thereafter               $17,000,000

             2.   Section 7.13 of the Credit Agreement is hereby amended in
   its entirety to read as follows:

             Section 7.13.  Capital Expenditures.  Badger will not,
             nor will it permit any Subsidiary to, expend or become
             obligated for Capital Expenditures in an aggregate
             amount in excess of the following:

                  Fiscal Year 1998              $3,100,000
                  Fiscal Year 1999              $2,500,000

             3.   Section 10 of the Credit Agreement is hereby amended by
   amending the definition of "Consolidated Current Assets" and "Consolidated
   Current Liabilities" in its entirety to read as follows:

             "Consolidated Current Assets" and "Consolidated Current
             Liabilities" means such assets and liabilities of Badger
             and its Consolidated Subsidiaries (on a consolidated basis
             after eliminating all offsetting debits and credits among
             Badger and all of its Consolidated Subsidiaries) as shall
             be determined, in accordance with generally accepted
             accounting principles, to constitute current assets and
             current liabilities, respectively; provided that the
             principal amount of the Loans shall not be deemed to be a
             current liability.

             4.   Upon the effectiveness of this Amendment, the aggregate
   Commitments of the Lenders shall be reduced to $12,000,000.

             5.   Badger has indicated that for the periods ending December
   31, 1997, January 31, 1998 and February 28, 1998 it was not in compliance
   with Section 7.7 of the Credit Agreement.  The Bank hereby waives such
   non-compliances by the Borrowers with Section 7.7 of the Credit Agreement
   for each such period.

             6.   Each Borrower represents and warrants to the Lenders that
   (a) each of the representations and warranties set forth in Section 5 of
   the Credit Agreement are true and correct on and as of the date of this
   Amendment as if made on and as of the date of this Amendment and as if
   each reference therein to the Credit Agreement referred to the Credit
   Agreement, as amended hereby; (b) no Event of Default has occurred or is
   continuing; and (c) without limiting the effect of the foregoing, each
   Borrower's execution, delivery and performance of this Amendment have been
   duly authorized, and this Amendment has been executed and delivered by a
   duly authorized officer of each Borrower.

             Each Borrower has heretofore executed and delivered to the Agent
   certain security agreements and mortgages and each Borrower hereby agrees
   that notwithstanding the execution and delivery of this Amendment, such
   security agreements and mortgages shall be and remain in full force and
   effect and that any rights and remedies of the Agent thereunder,
   obligations of such Borrower thereunder and any liens and security
   interests created or provided for thereunder shall be and remain in full
   force and effect and shall not be affected, impaired or discharged
   thereby.  Nothing herein contained shall in any manner affect or impair
   the priority of the liens and security interests created and provided for
   by the Collateral Document as to the indebtedness which would be secured
   thereby prior to giving effect to this Amendment.

             The effectiveness of this Eighth Amendment is subject to the
   satisfaction of all of the following conditions precedent: (a) the
   Borrowers and the Lenders shall have executed this Eighth Amendment, (b)
   the Lenders shall have received copies executed or certified (as may be
   appropriate) of all legal documents or proceedings taken in connection
   with the execution and delivery hereof and the other instruments and
   documents contemplated hereby, (c) all legal matters incident to the
   execution and delivery hereof and of the instruments and documents
   contemplated hereby shall be satisfactory to the Lenders and its counsel,
   and (d) the receipt by the Agent of a non-refundable amendment fee of
   $50,000.

             This Amendment maybe executed in any number of counterparts and
   by different parties hereto on separate counterpart signature pages, each
   of which when so executed shall be an original but all of which shall
   constitute one and the same instrument.  Except as specifically amended,
   modified and waived hereby, all of the terms and conditions of the Credit
   Agreement in any document shall be deemed to be references to the Credit
   Agreement, as amended hereby.  All capitalized terms used herein without
   definition shall have the same meaning herein as they have in the Credit
   Agreement.

             This Amendment shall be construed and governed by and in
   accordance with the internal laws of the State of Illinois.

             Dated as of the date first above written.


                                 BADGER PAPER MILLS, INC.


                                 By  /s/ Miles L. Kresl
                                 Its Vice President-Administration, Treasurer
                                     & Corporate Secretary


                                 PLASTECHS, INC.


                                 By  /s/ Miles L. Kresl
                                 Its Secretary & Treasurer


                                 HARRIS TRUST AND SAVINGS BANK, in its
                                 individual capacity as a Lender and as Agent


                                 By  /s/
                                 Its Vice President