EXHIBIT 10.k

                             (Name)
                     INDEMNIFICATION CONTRACT
  
  The ability to attract and retain the services of highly
  qualified people as directors and officers is essential to
  the continued success of Westvaco.  To encourage you to
  serve in your capacity as an officer or director, the
  corporation seeks to assure you of the most complete
  indemnification permitted by law for any expense or
  liability which you may incur because of your service for
  Westvaco.
  
  In furtherance of this assurance the bylaws of the
  corporation require indemnification of directors and
  officers to the fullest extent permitted by Delaware law, a
  similar provision has been adopted in its certificate of
  incorporation and the corporation also maintains directors
  and officers liability insurance.  The bylaw provision,
  however, and perhaps the charter provision, could be changed
  as a result of a change in the composition of the Board of
  Directors or in the event of a change in corporate control,
  and the availability and coverage of such directors and
  officers liability insurance has become from time to time
  uncertain.
  
  Delaware law provides that the indemnification provided by
  that law is not exclusive of other rights to indemnification
  which directors and officers may receive and many leading
  companies have taken additional protective measures to
  insure that their directors and officers are indemnified to
  the fullest extent permitted by law.  Since we believe that
  retaining your service to Westvaco requires the greatest
  protection possible consistent with good corporate
  practices, our Board has determined it to be fair and in the
  best interests of the corporation to authorize a contract
  with you with respect to indemnification.  Accordingly, as a
  material inducement to your continued service to the
  corporation as a director or officer, it is agreed as
  follows:
  
  1.     The corporation shall indemnify you if, by reason of, or
         arising in whole or in part out of, the fact that you
         are or have been a director or officer of the
         corporation, or at the request of the corporation,
         express or implied, are or were serving as a director,
         officer, employee, agent or fiduciary of any other
         company, association, partnership, joint venture, trust,
         employee benefit plan or other entity, any of the
         following shall occur:
  
                 (a)  you are made or threatened to be made a party
                      to any threatened, pending or completed
                      action, suit or proceeding, whether civil,
                      criminal or administrative, and including any
                      action by or in the right of the corporation,
                      unless you are a party plaintiff suing on your
                      own behalf;
  
                 (b)  you are made subject to any inquiry or
                      investigation, including special litigation
                      committee investigations; or
  
                 (c)  you are caused to attend as a witness in any
                      matter, whether voluntarily or involuntarily.
  
  
         Such indemnification shall cover and be against
         judgments, fines, amounts paid in settlement and
         reasonable expenses, including attorneys' fees, incurred
         as a result of such action, proceeding or matter, or any
         appeal therein, to the fullest extent permitted by law,
         and shall be paid as soon as practicable but, in any
         case, no later than thirty (30) days after demand.
  
  2.     Expenses incurred by you or on your behalf in connection
         with any such action or proceeding shall be paid by the
         corporation in advance of the final disposition of such
         action or proceeding, as soon as practicable, but, in
         any case, no later than thirty (30) days after demand.
  
  3.     The indemnification provided by this contract shall not
         be exclusive of any right to which you may be entitled
         by law or pursuant to the corporation's bylaws,
         certificate of incorporation, any policy of insurance,
         any other contract or otherwise.  These rights to
         indemnification shall be cumulative, and no failure or
         delay in exercising any such right shall operate as a
         waiver of it nor shall any single or partial exercise of
         it preclude its other or further exercise or the
         exercise of any other right.
  
  4.     While your rights are independent of, and not affected
         by, any bylaw, charter provision or policies of
         insurance maintained by the corporation, indemnification
         payments pursuant to this contract shall be reduced by
         amounts actually received by you with respect to the
         same item by virtue of such insurance.
  
  5.     In the event that you institute any legal action to
         obtain or enforce, or are required to defend the
         validity or enforceability of, any right to benefit
         provided by this contract, the corporation will
         regardless of the outcome of such action, pay for all
         actual legal fees and expenses incurred by you, as soon
         as practicable, but, in any case, no later than thirty
         (30) days after demand.
  
  6.     In any matter covered by this contract, a presumption
         shall exist that you are entitled to indemnification,
         and the burden of proof shall be upon the party seeking
         to deny indemnification to you.
  
  7.     For so long as you serve as a director or officer, this
         contract may not be terminated or amended by the
         corporation without your written consent, may not be
         delegated as to duty nor assigned by the corporation and
         shall be binding on any successor to the corporation,
         whether by consolidation, merger, acquisition of all or
         substantially all of the corporation's assets or
         otherwise.  In any case, in so far as legally
         permissible, neither your ceasing to act as a director
         or officer, nor the termination of this contract, nor a
         subsequent change in the law, shall affect any rights
         you may have under this contract with respect to your
         service while such contract was in effect.
  
  8.     In all matters covered by this contract, your estate,
         heirs and distributees, and any of them, shall stand in
         your stead and be entitled to indemnification in the
         same manner and to the same extent as you would be where
         they or any of them may be liable on account of your
         activities contemplated by this contract.
  
  9.     This contract shall be governed by the law of the State
         of Delaware.
  
  Please indicate your acceptance of and agreement with the
  provisions of this contract of indemnification by executing
  and returning the enclosed counterpart.  The first copy is
  for your records.
  
  
                                                     Sincerely,
  
                                 WESTVACO CORPORATION
  
  
                                                     By
  
  Accepted and Agreed to this
        day of         , 1996.