Download the WordPerfect version

                                                   Page 1

                    UNITED STATES DISTRICT COURT
                    NORTHERN DISTRICT OF TEXAS
                    DALLAS DIVISION
___________________________________
                                   )
UNITED STATES OF AMERICA and       )
STATE OF TEXAS,                    )   Civil No.: 3:95 CV 3055-P
                                   )    
                    Plaintiffs,    )
                                   )    
               v.                  )   Filed: December 12, 1995
                                   )
KIMBERLY-CLARK CORPORATION and     )
SCOTT PAPER COMPANY,               )
                                   )
                    Defendants.    )
___________________________________)

                       STIPULATION
                                
     It is stipulated by and between the undersigned parties, by
their respective attorneys, that:
     1.  The Court has jurisdiction over the subject matter of
this action and over each of the parties hereto, and venue of
this action is proper in the Northern District of Texas.
     2.  The parties consent that a Final Judgment in the form
hereto attached may be filed and entered by the Court, upon the
motion of any party or upon the Court's own motion, at any time
after compliance with the requirements of the Antitrust
Procedures and Penalties Act (15 U.S.C. § 16(b)-(h)), and without
further notice to any party or other proceedings, provided that
either plaintiff has not withdrawn its consent, which either or
both may do at any time before the entry of the proposed Final
Judgment by serving notice thereof on defendants and by filing
that notice with the Court.
     3.  The parties shall abide by and comply with the
provisions of the proposed Final Judgment pending entry of the
Final Judgment, and shall, from the date of the filing of this
Stipulation, comply with all the terms and provisions of the
                                                   Page 2

Final Judgment as though they were in full force and effect as an
order of the Court.
     4.  In the event either plaintiff withdraws its consent, or
if the proposed Final Judgment is not entered pursuant to this
Stipulation, this Stipulation shall be of no effect whatever and
the making of this Stipulation shall be without prejudice to any
party in this or any other proceeding.
Dated: December 12, 1995.
FOR PLAINTIFF UNITED STATES:       FOR PLAINTIFF STATE OF TEXAS: 


_______[s]_________________
Anne K. Bingaman                   Dan Morales
Assistant Attorney General         Attorney General of Texas          
                         
District of Columbia #369900  
                                   Jorge Vega
_______[s]________________         First Assistant Attorney General
Lawrence R. Fullerton              
Deputy Asst. Attorney General      Laquita A. Hamilton
District of Columbia #251264       Deputy Attorney General
                                   
                                   Thomas P. Perkins, Jr.
     [__________________________        Assistant Attorney General
Constance K. Robinson              Chief, Consumer Protection Div.    
Director of Operations             
District of Columbia #244800
                                   _____[s]______________________     
______[s]____________________      Mark Tobey
Charles E. Biggio, Sr. Counsel      Assistant Attorney General        
State of New York (no bar no.      Antitrust Section   
assigned)                          State of Texas #20082960 
                                   P.O. Box 12548
______[s]____________________      Austin TX 78711-2548     
Anthony V. Nanni, Chief            (512) 463-2185
Litigation I Section               
State of New York (no bar number   
assigned)                          
                         
_______[s]___________________      
Anthony E. Harris, Attorney                  
State of Illinois #01133713
Antitrust Division
U.S. Department of Justice
1401 H Street, N.W., Suite 4000
Washington, D.C.  20530
(202) 307-6583
                                                   Page 3




FOR DEFENDANT KIMBERLY-CLARK CORP.:     


_______[s]_________________________
William O. Fifield, Esquire        
State of Illinois #00803332
Sidley & Austin
One First National Plaza
Chicago, Illinois  60603
(312) 853-7474


FOR DEFENDANT SCOTT PAPER COMPANY:           


_______[s]_________________________
Michael L. Weiner, Esquire
State of New York (no bar number assigned) 
Skadden, Arps, Slate, Meagher & Flom
919 Third Avenue 
New York, New York  10022-3897
(212) 735-2632

Executed on:  December 11, 1995