Stora Enso announces the Exchange Spread

STORA ENSO OYJ  Stock Exchange Release 10 June 2004 at 14.00


Stora Enso announces the Exchange Spread and the New Issue 
Spread of its Exchange Offer for its 6.375% Notes due June 2007

This Announcement must be read in conjunction with the Exchange 
Offer Memorandum dated 4 June 2004 (the "Exchange Offer 
Memorandum") which has been prepared by Stora Enso Oyj ("Stora 
Enso" or the "Company") in relation to the Exchange Offer. 

On 4 June 2004, Stora Enso announced the launch of an Exchange 
Offer for its 6.375% Euro Medium Term Notes maturing 29 June 
2007 (the "Existing Notes").  Under the terms of the Exchange 
Offer, all holders (subject to offer restrictions as set out 
below and in the Exchange Offer Memorandum) of the Existing 
Notes are invited to offer to exchange any or all of their 
holdings into new euro denominated Fixed Rate Notes maturing 
June 2014 (the "New Notes").

Fixing of the Spreads

Exchange Spread. The Exchange Spread is set at 26 bps over the 
2007 Benchmark Rate (the mid-market yield of the DBR 6% due 4 
July 2007 - ISIN: DE0001135036). 

The New Issue Spread. The New Issue Spread is set at 74 bps over 
the 10 Year Mid-Swap Rate (the mid-market arithmetic mean of the 
bid and offered swap rates for euro swap transactions with a 
maturity of 10 years).

Offer Period. The Exchange Offer period commenced on 4 June 2004 
at 08.00 hours Central European Time ("CET") and will end on 17 
June 2004 at 15.00 hours CET unless extended by the Company. 
Holders of Existing Notes are invited to offer to exchange any 
or all of their Existing Notes which are outstanding from 08.00 
hours CET on 4 June 2004 up to 15.00 hours CET on 17 June 2004 
subject to earlier deadlines set by the Clearing Systems.

Revocation Right. Holders of Existing Notes may revoke their 
acceptance to participate in the Exchange Offer until 12.00 
hours CET on the Expiration Date (i.e. 17 June 2004).

Pricing Date. The 2007 Benchmark Rate and the 10 Year Mid-Swap 
Rate will be determined and the Exchange Price, the New Issue 
Price and the New Issue Coupon will be calculated on the Pricing 
Date (i.e. 18 June 2004).

Settlement. The Settlement Date is expected to be 23 June 2004, 
on which date the New Notes will be delivered to the holders of 
Existing Notes who have validly accepted the Exchange Offer, in 
accordance with the terms and conditions of the Exchange Offer.



For more information about the Stora Enso Exchange Offer, please 
contact: 

Dealer Managers
J.P. Morgan Securities Ltd.
  Paul Hawker, Liability Management, tel. +4420 7777 4185
  Robin Stoole, Syndicate Desk, tel. +4420 7779 2468

Merrill Lynch International
  Asar Mashkoor, Liability Management, tel. +4420 7995 3715
  Jeff Tannenbaum, Syndicate Desk, tel. +4420 7995 3966

Exchange Agent
JPMorgan Chase Bank
  Karen Sheridan, tel. +4420 7777 5908 
  Ed Leedham, tel.  +4420 7777 9458


Contact persons at Stora Enso:
Peter Nordquist, Vice President, Funding, tel. +4420 7016 3266
Hannu Kasurinen, Senior Vice President, Group Treasurer, tel. 
+4420 7016 3250

www.storaenso.com
www.storaenso.com/debt


DISCLAIMER

This Announcement must be read in conjunction with the Exchange 
Offer Memorandum which has been prepared by the Company in 
relation to the Exchange Offer. This Announcement and the 
Exchange Offer Memorandum contain important information which 
should be read carefully before any decision is made to accept 
the Exchange Offer. If you are in any doubt as to the action you 
should take, you are recommended to seek your own financial 
advice immediately from your stockbroker, bank manager, 
accountant or other independent financial adviser. Any 
individual or company whose Existing Notes are held on its 
behalf by a broker, dealer, bank, custodian, trust company or 
other nominee must contact such entity if they wish to accept 
the Exchange Offer. The distribution of this Announcement in 
certain jurisdictions (in particular the United States, the 
United Kingdom, France, Belgium, Spain and Italy) may be 
restricted by law (see "Offer Restrictions" below). Persons into 
whose possession this Announcement comes are required to inform 
themselves about, and to observe, any such restrictions. No 
action has been or will be taken in any jurisdiction by the 
Company, the Dealer Managers and the Exchange Agents that would 
permit a public offering of the New Notes other than in 
Luxembourg and Switzerland.

OFFER RESTRICTIONS

Neither this Announcement nor the Exchange Offer Memorandum 
constitutes an invitation to participate in the Exchange Offer 
in any jurisdiction in which, or to or from any person to or 
from whom, it is unlawful to make such invitation under 
applicable securities laws.  The distribution of this 
Announcement or the Exchange Offer Memorandum in certain 
jurisdictions may be restricted by law.  Persons into whose 
possession this Announcement or the Exchange Offer Memorandum 
come are required by each of the Company, the Dealer Managers 
and the Exchange Agents to inform themselves about, and to 
observe, any such restrictions.

United States. The Exchange Offer is not being made and will not 
be made directly or indirectly in, or by use of the mails of, or 
by any means or instrumentality of interstate or foreign 
commerce of, or any facilities of a national securities exchange 
of, the United States of America.  This Announcement, the 
Exchange Offer Memorandum and any related offering documents may 
not be sent or given to a person in the United States of 
America.  Each holder of Existing Notes participating in this 
Exchange Offer will represent that it is not located in the 
United States of America and is not a U.S. Person (within the 
meaning of Regulation S of the Securities Act) and is not giving 
an order to participate in the Exchange Offer from the United 
States of America or on behalf of a U.S. Person.

United Kingdom (only persons whose ordinary activities involve 
them in acquiring, holding, managing or disposing of investments 
for the purposes of their businesses)/France (qualified 
investors only)/Belgium (qualifying professional investors 
only).

Spain.  The Exchange Offer is not available to any resident of 
Spain.  Accordingly, residents of Spain may not submit for 
exchange the Existing Notes in the Exchange Offer nor may the 
New Notes be offered, sold or delivered in Spain and neither may 
this Announcement nor any other offering material relating to 
the Exchange Offer, the Existing Notes or the New Notes be 
distributed or made available in Spain.

Italy.  The Exchange Offer is not being made in the Republic of 
Italy and has not been submitted to the clearance procedure of 
Commissione Nazionale per le Società e la Borsa (CONSOB) or the 
Bank of Italy pursuant to Italian laws and regulations.  
Accordingly, holders of Existing Notes are hereby notified that, 
to the extent such holders are Italian residents or persons 
located in the Republic of Italy, the Exchange Offer is not 
available to them and they may not submit for exchange the 
Existing Notes in the Exchange Offer nor may the New Notes be 
offered, sold or delivered in the Republic of Italy and, as 
such, any acceptances received from such persons shall be 
ineffective and void, and neither may this Announcement nor any 
other offering material relating to the Exchange Offer, the 
Existing Notes or the New Notes be distributed or made available 
in the Republic of Italy.

This Announcement or any other offering material relating to the 
Exchange Offer does not constitute an offer to buy or the 
solicitation of an offer to sell the Existing Notes and/or New 
Notes in any circumstances in which such offer or solicitation 
is unlawful.  In those jurisdictions where the securities, blue 
sky or other laws require the Exchange Offer to be made by a 
licensed broker or dealer, the Exchange Offer shall be deemed to 
be made on behalf of the Dealer Managers or one or more 
registered brokers or dealers licensed under the laws of such 
jurisdiction.

Neither the delivery of this Announcement or any other offering 
material relating to the Exchange Offer nor any purchase of 
Existing Notes shall, under any circumstances, create any 
implication that the information contained herein is current as 
of any time subsequent to the date of such information or that 
there has been no change in the information set out in it or in 
the affairs of the Company since the date of the Exchange Offer 
Memorandum.


STORA ENSO OYJ



p.p. Jussi Siitonen   Veli-Matti Tahvanainen

	

		



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