EXHIBIT 10.i

                     WESTVACO CORPORATION
            RETIREMENT PLAN FOR OUTSIDE DIRECTORS
  
           (As Amended Effective December 1, 1988)
  
  
                         DEFINITIONS

  1.     The following terms shall have the following
         meanings:
    (a) "Westvaco" shall mean Westvaco Corporation, a Delaware
         corporation, and its successors and assigns.
    (b) "Director" shall mean any person who serves or has
         served on the Westvaco Board of Directors.
    (c) "Member" shall mean any Director other than (1) a
         Director who is or has been a full-time employee of
         Westvaco or of a subsidiary or affiliate of Westvaco;
         or (2) a Director who is entitled to receive a
         pension from a Westvaco qualified retirement or
         pension plan.
    (d) "Allowed Service" shall mean the period of time during
         which a Member is a Member.
    (e) "Plan" shall mean this Westvaco Corporation Retirement
         Plan for Outside Directors.
    (f) "Pension" shall mean any payment owed pursuant to the
         Plan to a Member, or a surviving spouse or joint
         annuitant of a Member.
    (g) "Single-Life Annuity" shall mean a Pension payable for
         the life of a Member as provided for in Paragraph 3.
    (h) "J&S Annuity" shall mean a reduced Pension which is
         the actuarial equivalent of a Single-Life Annuity to
         which a Member is entitled under Paragraph 3 payable
         to a Member for his or her life and, thereafter, to
         his or her joint annuitant, for his or her life.
  
                          RETIREMENT

  2.     Each Member shall retire effective as of the first
         day of the month following the date of termination of
         his or her Allowed Service.
  
                      AMOUNT OF PENSION

  3.     Each Member who retires after November 30, 1988 shall
         be entitled to receive, beginning on the effective
         date of retirement, a Single-Life Annuity equal to
         $1,666.67 per month ($1,125.00 per month for Members
         who retired before November 1, 1984; $1,250.00 per
         month for Members who retired after October 31, 1984
         and before August 1, 1987; and $1,458.33 per month
         for Members who retired after July 31, 1987 and
         before December 1, 1988), reduced by 10% for each
         full year by which his or her retirement date falls
         short of his or her 70th birthday, and further reduced
         by 10% for each full year by which the amount of his
         or her Allowed Service prior to age 72 falls short of
         ten years.
  
                      SURVIVOR'S BENEFIT

  4.     If a Member dies prior to the date his or her Pension
         commences, his or her surviving spouse, if any, shall
         receive a monthly Pension beginning on the first
         month following the date of the Member's death and
         ending on the date of death of such surviving spouse
         in an amount equal to 50% of the monthly Single-Life
         Annuity that the Member would have received if he or
         she had retired on the date of death.
  
                      OPTIONAL ANNUITIES

  5.     A Member whose Pension has not commenced may elect,
         in a form and manner prescribed by Westvaco, to
         receive his or her Pension in the form of a J&S
         Annuity, in lieu of the Single-Life Annuity to which
         he or she is entitled under Paragraph 3, which J&S
         Annuity shall be the actuarial equivalent of such
         Single-Life Annuity and shall be payable in a smaller
         monthly amount during the life of the Member, with
         either 50% or 100% of such smaller amount, as elected
         by the Member, continued after his or her death to
         and for the life of any other person designated by
         the Member as the joint annuitant.  If either the
         Member or the joint annuitant dies before the Pension
         commences, the election of this form of Pension will
         be automatically cancelled, in which event, the
         Member, if living, may then elect a J&S Annuity
         designating another person as the joint annuitant.
  
                        MISCELLANEOUS

  6. (a) Administration
         The Plan shall be administered by Westvaco. 
         Elections and designations shall be in writing on
         forms prescribed by Westvaco.

     (b) Financing and Payment
         Payments shall be made from the general funds of
         Westvaco.  Westvaco may elect to insure or guarantee
         payments of benefits, but shall have no obligation to
         do so.

     (c) Assignments and Alienability
         Persons entitled to payments from the Plan may not
         assign the rights to such payments and such payments
         shall not be subject to any liens or other rights of
         creditors against any such persons.

     (d) Amendments and Liability
         Westvaco may amend or terminate the Plan, but it may
         not amend the Plan to deprive any member or other
         payee of (i) rights accrued under the Plan up to the
         effective date of the amendment; or (ii) the right to
         payments payable after the effective date of any such
         amendment which accrued before such date.  Members
         and other payees shall have contractual rights to
         enforce their rights under the Plan against Westvaco,
         and such rights are irrevocable.
 
     (e) Legal Fees and Expenses
         Westvaco shall promptly reimburse each Member, upon
         request to the Treasurer of Westvaco, for the amount
         of all legal fees and expenses which the Director may
         incur in seeking to enforce any right or benefit
         provided or agreed to be provided to the Director by
         Westvaco, including the rights under this Agreement.
    
     (f) Interpretation
         This Plan is not subject to the provisions of the
         Employee Retirement Security Act of 1974 and is not
         qualified under Section 401(a) of the Internal
         Revenue Code of 1986.  It shall be construed and
         enforced according to the laws of the State of New
         York.