Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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    Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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Filed By Romeo & Dye's Instant Form 4 Filer
www.section16.net

1. Name and Address of Reporting Person*

Deitrich, Wayne H.

2. Issuer Name and Ticker or Trading Symbol
Schweitzer-Mauduit International, Inc. ("SWM")

6. Relationship of Reporting Person(s)
to Issuer (Check all applicable)
X Director                                       10% Owner
X Officer (give title below)          Other (specify below)

Chief Executive Officer, Chairman of the Board    

(Last)      (First)     (Middle)

c/o Schweitzer-Mauduit International, Inc.
100 North Point Center East, Suite 600

3. I.R.S. Identification Number
of Reporting Person,
if an entity (voluntary)

 

4. Statement for
Month/Day/Year
1/8/03

(Street)

Alpharetta, GA 30022

5. If Amendment,
Date of Original
(Month/Day/Year)
 		 7. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
    Form filed by More than One Reporting Person

(City)     (State)     (Zip)

Table I — Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security
(Instr. 3)

2. Trans-
action
Date
(Month/ Day/
Year)

2A. Deemed
Execution
Date,
if any
(Month/Day/
Year)

3. Trans-
action Code
(Instr. 8)

4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 & 5)

5. Amount of
Securities
Beneficially
Owned Follow-
ing Reported Transactions(s)
(Instr. 3 & 4)

6. Owner-
ship Form:
Direct (D)
or Indirect (I)
(Instr. 4)

7. Nature of Indirect
Beneficial Ownership
(Instr. 4)

Code

V

Amount

(A)
or
(D)

Price

SWM common stock

1/8/03

 

M(1)

 

5,167

A

19.35

66,125

D

 

SWM common stock

 

 

 

 

 

 

 

100

I

By charitable remainder trust
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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FORM 4 (continued)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security

(Instr. 3)

2. Conver-
sion or
Exercise
Price of Derivative Security

3. Trans-
action Date

(Month/
Day/
Year)

3A. Deemed
Execution
Date,
if any
(Month/
Day/
Year)

4. Trans-
action
Code

(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)

(Instr. 3, 4 & 5)

6. Date Exercisable
and Expiration
Date
(Month/Day/
Year)

7. Title and Amount of Underlying Securities
(Instr. 3 & 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of
Derivative
Securities
Beneficially
Owned
Following
Reported Transaction(s)
(Instr. 4)

10. Owner-
ship Form
of Deriv-
ative
Security:
Direct (D)
or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

V

(A)

(D)

Date Exer-cisable

Expira-
tion
Date

Title

Amount or Number of
Shares

Employee stock option (right to buy)

19.35

1/8/03

 

M

 

 

5,167

1/8/02(2)

1/7/11

Common stock

66,550

 

61,383

D

 

Explanation of Responses:

(1) Broker assisted exercise of an in-the-money employee stock option pursuant to a 10b5-1 plan, exempt under Rule 16b-6(b).
(2) Grant to reporting person of option to buy 66,550 shares of SWM common stock pursuant to SWM's Equity Participation Plan ("EPP"). The shares may be purchased in increments up to 30%, 30% and 40% on or after January 8, 2002, 2003 and 2004, respectively.
  By: /s/ Honor Winks
             as Attorney-in-fact for Wayne H. Deitrich
**Signature of Reporting Person		 1/9/03
Date

**Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed.
          If space is insufficient, See Instruction 6 for procedure.

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POWER OF ATTORNEY

The undersigned does hereby make, constitute and appoint John W. Rumley, Jr., Honor Winks or Mark Spears

as the undersigned's true and lawful agents and attorneys-in-fact (each hereinafter referred

to as an "Attorney") to act either together or alone in the name and on behalf of the undersigned

for and with respect to the matters hereinafter described.


 Each Attorney shall have the power and authority to prepare, execute and deliver

 Statements of Changes of Beneficial Ownership of Securities on Form 4 or Form 5

 (or such other forms as may be designated from time to time by the Securities and

 Exchange Commission (the "Commission") for such purpose) or any amendments thereto

 required to be filed with the Commission under the Securities Exchange Act of 1934 on

 behalf of the undersigned as a result of the undersigned's transactions in, or

 changes in beneficial ownership of equity securities (including derivative securities)

 of Schweitzer-Mauduit International, Inc.


Each Attorney is hereby authorized to execute and deliver all documents, acknowledgements,

consents and other agreements and to take such further action as may be necessary or convenient

in order to more effectively carry out the intent and purposes of the foregoing.


The Power of Attorney conferred hereby is not delegable by any Attorney.  Each Attorney shall

serve without compensation for acting in the capacity of agent and attorney-in-fact hereunder.


The undersigned hereby ratifies, confirms and adopts as the undersigned's own act and deed all

action lawfully taken by the Attorneys, or any of them, pursuant to the power and authority herein granted.


Unless sooner revoked by the undersigned, the Power of Attorney shall be governed by the laws of the

State of Georgia, and the power and authority granted herein shall terminate on December 31, 2004.


IN WITNESS WHEREOF, the undersigned has set his or hand this 22nd day of November, 2002

Signature:  /s/

Print Name:  Wayne H. Deitrich