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Paper company

Willamette Industries


said Tuesday its board has unanimously voted to reject



$5.4 billion takeover bid, saying the $48-per-share cash offer is "inadequate and, among other things, not in the best interests" of the company's shareholders.

Portland, Ore.-based Willamette called the offer by the rival forest products firm Weyerhaeuser "nothing more than an opportunistic attempt to acquire one of the industry's leading franchises when stock prices in the industry are depressed." The company also said it was "extremely well positioned to continue to produce earnings-per-share growth in excess of our peer group over the cycle."

Willamette added that if the company were for sale, the board believes Weyerhaeuser "could pay significantly in excess of the offer price."

Shares of Willamette closed at $49 on Monday, while Weyerhaeuser's closed at $46.25 in trading on the

New York Stock Exchange