-------------------------
OMB APPROVAL
-------------------------
OMB Number: 3235-0145
Expires: October 31, 1994
Estimated average burden
Hours per response 14.90
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
BOISE CASCADE OFFICE PRODUCTS CORPORATION
- -----------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $.01 per share
- -----------------------------------------------------------------
(Title of Class of Securities)
097403-10-9
---------------------------------
(CUSIP Number)
Check the following box if a fee is being paid with this
statement { }. (A fee is not required only if the filing person:
(1) has a previous statement on file reporting beneficial
ownership of more than five percent of the class of securities
described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7).
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
CUSIP No. 097403-10-9 13G
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BOISE CASCADE CORPORATION (I.R.S. EMPLOYER
IDENTIFICATION NO.: 82-0100960)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) {_}
(b) {X}
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
STATE OF DELAWARE, U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5 SOLE VOTING POWER
50,750,000
6 SHARED VOTING POWER
-0-
7 SOLE DISPOSITIVE POWER
50,750,000
8 SHARED DISPOSITIVE POWER
-0-
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
50,750,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
NOT APPLICABLE
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
81%
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTION BEFORE FILLING OUT
<PAGE>
SCHEDULE 13G
Item 1 (a): Boise Cascade Office Products Corporation
Item 1 (b): 800 West Bryn Mawr Avenue
Itasca, Illinois 60143
Item 2 (a): Boise Cascade Corporation ("BCC")
Item 2 (b): 1111 West Jefferson
P.O. Box 50
Boise, Idaho 83728-0001
Item 2 (c): State of Delaware, U.S.A.
Item 2 (d): Common Stock, par value $.01 per share
Item 2 (e): 097403-10-9
Item 3 IF THIS STATEMENT IS FILED PURSUANT TO
RULE 13D-1(B) OR 13D-2(B), CHECK WHETHER THE
PERSON FILING IS A:
Not Applicable
Item 4 OWNERSHIP
Item 4 (a): 50,750,000 shares; BCC is a party to an
agreement with the issuer pursuant to which
the issuer has granted BCC a continuing
option to purchase from the issuer any or all
shares of voting stock which the issuer
proposes to issue, subject to various
exceptions; the agreement provides that this
option will remain in effect for as long as
BCC owns at least 33% of the voting power of
the issuer's outstanding capital stock.
Item 4 (b): 81%
Item 4 (c) (i): 50,750,000 shares
Item 4 (c) (ii): -0-
Item 4 (c) (iii): 50,750,000 shares
Item 4 (c) (iv): -0-
Item 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not Applicable
Item 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF
OF ANOTHER PERSON
Not Applicable
Item 7 IDENTIFICATION AND CLASSIFICATION OF THE
SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING
REPORTED ON BY THE PARENT HOLDING COMPANY
Not Applicable
Item 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS
OF THE GROUP
Not Applicable
Item 9 NOTICE OF DISSOLUTION OF GROUP
Not Applicable
Item 10 CERTIFICATION
Not Applicable
<PAGE>
SIGNATURE
- ---------
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete, and correct.
January 10, 1997
- ----------------
Date
BOISE CASCADE CORPORATION
/s/ Tracy R. Oneale
- -----------------------------------------
Tracy R. Oneale, Counsel
KL60208B.LS
