WILLAMETTE INDUSTRIES, INC.
                           9% NOTE DUE OCTOBER 1, 2021


                  WILLAMETTE  INDUSTRIES,  INC., an Oregon  corporation  (herein
called  "Company,"  which term  includes  any  successor  corporation  under the
Indenture referred to on the reverse hereof), for value received hereby promises
to  pay  to:  ___________________  _______________________________________,   or
registered assigns, the principal sum of ________________ Dollars, on October 1,
2021, and to pay interest  thereon from October 1, 1991, or from the most recent
Interest  Payment  Date to which  interest  has been paid or duly  provided  for
semiannually on April 1 and October 1 in each year commencing  April 1, 1992, at
the rate of 9% per annum  (computed  on the  basis of a  360-day  year of twelve
30-day months) until the principal hereof is paid or made available for payment.
The  interest so  payable,  and  punctually  paid or duly  provided  for, on any
Interest Payment Date will, as provided in said Indenture, be paid to the Person
in  whose  name  the  Debenture  (or  one or  more  Predecessor  Securities)  is
registered  at the  close  of  business  on the  Regular  Record  Date  for such
interest, which shall be the March 15 or September 15 (whether or not a Business
Day), as the case may be, next  preceding  such Interest  Payment Date. Any such
interest not so punctually  paid or duly provided for will forthwith cease to be
payable to the Holder on such Regular  Record Date and may either be paid to the
Person in whose name this Debenture (or one or more  Predecessor  Securities) is
registered at the close of business on a Special  Record Date for the payment of
such  Defaulted  Interest to be fixed by the Trustee,  notice  whereof  shall be
given to Holder of this  Debenture  not less than ten days prior to such Special
Record Date, or be paid at any time in any other lawful manner not  inconsistent
with the requirements of any securities  exchange on which the Debentures may be
listed,  and upon such notice as may be required by such  exchange,  all as more
fully provided in said Indenture.

                  Payment of the principal of and interest on the Debenture will
be made at the office or agency of the Company  maintained  for that  purpose in
the  Borough  of  Manhattan,  the City of New York,  New  York,  in such coin or
currency  of the United  States as at the time of  payment  is legal  tender for
payment of public and private debts,  provided,  however,  that at the option of
the Company  payment of interest  may be made by check  mailed to the address of
the  Person  entitled  thereto  as such  address  shall  appear in the  Security
Register.

                  Reference  is hereby  made to the further  provisions  of this
Debenture set forth on the reverse hereof,  which further  provisions  shall for
all purposes have the same effect as if set forth at this place.

                  Unless  the  certificate  of  authentication  hereon  has been
manually  executed by the Trustee or  Authenticating  Agent  referred to in said
Indenture,  this  Debenture  shall  not be  entitled  to any  benefit  under the
Indenture or be valid or obligatory for any purpose.

                  IN WITNESS  WHEREOF,  the Company has caused this Debenture to
be duly executed under its corporate seal.



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DATED:

                  CERTIFICATE OF AUTHENTICATION

                  This is one of the Securities of the series  designated herein
issued under the within-mentioned Indenture.

                  THE CHASE MANHATTAN BANK
                  (National Association), as Trustee


By
         Authorized Officer



                                 WILLAMETTE INDUSTRIES, INC.



                                 By
                                          Chairman of the Board and Chief
                                             Executive Officer


         Attest:


                                          Secretary



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                  This Debenture is one of a duly authorized issue of Securities
of  the  Company,  issued  and to be  issued  in one or  more  series  under  an
Indenture,  dated as of March 15, 1983 (herein called the "Indenture"),  between
the Company and The Chase  Manhattan  Bank  (National  Association),  as trustee
(herein  called the "Trustee,"  which term includes any successor  trustee under
the  Indenture),  to which  Indenture and all  indentures  supplemental  thereto
reference is hereby made for a statement of the respective  rights,  limitations
of rights,  duties and immunities thereunder of the Company, the Trustee and the
Holders of the Securities  and of the terms upon which the  Securities  are, and
are to be,  authenticated and delivered.  This Debenture is one of the series of
the  Securities  designated  as the 9%  Debentures  due October 1, 2021  (herein
called the "Debentures"), limited in aggregate principal amount to $150,000,000.

                  The Debentures may not be redeemed prior to Stated Maturity.

                  If an Event of Default  with respect to the  Debentures  shall
occur and be continuing, the principal of all the Debentures may be declared due
and payable in the manner and with the effect provided in the Indenture.

                  The  Indenture  permits,  with certain  exceptions  as therein
provided,  the  amendment  thereof  and  the  modification  of  the  rights  and
obligations  of the Company and the rights of the Holders of the  Securities  of
each series  under the  Indenture  to be affected at any time by the Company and
the Trustee with the consent of the Holders of a majority in principal amount of
the  Securities  at the time  Outstanding  of each  series to be  affected.  The
Indenture  also  contains  provisions  permitting  the  Holders of a majority in
principal  amount of the Securities of each series at the time  Outstanding,  on
behalf of the Holders of all Securities of such series,  to waive  compliance by
the Company with certain  provisions  of the Indenture and certain past defaults
under the  Indenture and their  consequences.  Any such consent or waiver by the
Holder of this  Debenture  shall be conclusive  and binding upon such Holder and
upon all future Holders of this  Debenture and of any Debenture  issued upon the
registration  of  transfer  hereof or in  exchange  herefor  or in lieu  hereof,
whether or not notation of such consent or waiver is made upon this Debenture.

                  No reference  herein to the Indenture and no provision of this
Debenture  or of the  Indenture  shall  alter or impair  the  obligation  of the
Company,  which is  absolute  and  unconditional,  to pay the  principal  of and
interest  on this  Debenture  at the times,  place and rate,  and in the coin or
currency, herein prescribed.

                  As   provided  in  the   Indenture   and  subject  to  certain
limitations  therein set forth, the transfer of this Debenture is registrable in
the Security  Register  upon  surrender of this  Debenture for  registration  of
transfer at the office or agency of the Company in any place where the principal
of and interest on this Debenture are payable,  duly endorsed by, or accompanied
by a written  instrument of transfer in form satisfactory to the Company and the
Security  Registrar  duly  executed by, the Holder  hereof or his attorney  duly
authorized in writing,  and  thereupon one or more new  Debentures of authorized
denominations and for the same aggregate  principal amount will be issued to the
designated transferee or transferees.



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                  The  Debentures  are issuable only in registered  form without
coupons  in  denominations  of $1,000  and any  integral  multiple  thereof.  As
provided in the Indenture and subject to certain  limitations therein set forth,
the  Debentures  are  exchangeable  for a like  aggregate  principal  amount  of
Debentures of a different  authorized  denomination,  as requested by the Holder
surrendering the same.

                  No service charge shall be made for any such  registration  of
transfer or exchange, but the Company may require payment of a sum sufficient to
cover any tax or other governmental charge payable in connection therewith.

                  Prior to due presentment of this Debenture for registration of
transfer,  the Company,  the Trustee and any agent of the Company or the Trustee
may treat the Person in whose name this  Debenture  is  registered  as the owner
hereof for all purposes,  whether or not this Debenture be overdue,  and neither
the  Company,  the Trustee nor any such agent shall be affected by notice to the
contrary.

                  All terms  used in this  Debenture  which are  defined  in the
Indenture shall have the meanings assigned to them in the Indenture.

                                   ASSIGNMENT

                  FOR VALUE RECEIVED,  the undersigned hereby sells, assigns and
transfers unto

                  PLEASE INSERT SOCIAL SECURITY OR OTHER  IDENTIFYING  NUMBER OR
ASSIGNEE:
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  (Please print or typewrite name and address, including zip code of assignee)

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the within Note and all rights thereunder,  hereby irrevocably  constituting and
appointing attorney.

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to  transfer  said  Note  on the  books  of the  Company,  with  full  power  of
substitution in the premises.

Dated:
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                         NOTICE:  The signature to this  assignment must respond
                         with the name as it appears upon the face of the within
                         Note  in  every  particular,   without   alteration  or
                         enlargement or any change whatever.



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