This paper evaluates the use of paper sludges from the Hudson River Mill as the impermeable barrier in a landfill cover in Corinth, NY. Paper mill sludges are characterized by a high water content, low specific gravity, and high organic content in comparison to clays. In spite of a high water content, the paper sludges from the Hudson River Mill were compacted to a low hydraulic conductivity. The permeability and compressibility of the paper sludges are influenced by the water content and organic content. Although a paper sludge cover system may not initially meet the regulatory requirement for permeability when constructed at the natural water content, the change in void ratio that results from consolidation and dewatering under a low effective stress can reduce the hydraulic conductivity to an acceptable value. The Corinth landfill cover was instrumented to measure the depth of frost penetration into the cover system.