<TABLE>
FORM 4 U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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(f) of the Investment Company Act of 1940
( ) Check box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instructions 1(b).
<CAPTION>
1. Name and Address of Reporting 2. Issuer Name and 3. IRS or Social 4. Statement 5. If Amendment,
Person Ticker or Trading Security for Date of
Symbol Number of Month/Year Original
Reporting Person (Month/Year)
(Voluntary)
<S> <S> <S> <S> <S>
Thompson, V. Bruce Forest Oil Corporation ###-##-#### 05-1996
2200 Colorado State Bank Bldg. FOIL
1600 Broadway
Denver, CO 80202
<CAPTION>
6. Relationship of Reporting Person to Issuer (Check all applicable)
_Director _10% Owner _Officer (give title below) _Other (specify below)
<S> <S> <S> <S>
X
Vice President
<CAPTION>
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of 2. Trans- 3. Trans- 4. Securities Acquired (A) 5. Amount of 6. Owner- 7. Nature of Indirect
Security action action or Disposed of (D) Securities Ship Beneficial Ownership
(Instr. 3) Date Code (Instr. 3, 4 and 5) Beneficially Form: (Instr. 4)
(Month/ (Instr. Owned at Direct(D)
Day/ 8) (A) End of or
Year) Code V or Month In-direct
Amount (D) Price (Instr. 3 (I)
and 4) (Instr. 4)
<S> <S> <S> <S> <C> <S> <C> <C> <S> <S>
Common Stock 05-01-1996 J V 9 A 44 D
(a)
$.75 Convertible 500 D
Preferred Stock
Retirement Savings 03-31-1996 B V 159 A 967 I 401(k) Plan
Plan-Common Stock (b)
<CAPTION>
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11.
Title of Con- Trans- Trans- Number of Date Exer- Title and Amount Price Number Owner- Nature
Derivative version action action Derivative cisable and of Underlying of of Ship of
Security or Date Code Securities Expiration Securities Deriv- Deriv- Form Indirect
(Instr. 3) Exercise (Month/ (Instr. Acquired (A) Date (Month/ (Instr. 3 and 4) ative ative of Bene-
Price of Day/ 8) or Disposed Day/Year) Secu- Secu- Deriv- ficial
Deriv- Year) of (D) Title Amount rity rities ative Owner-
ative C (Instr. 3, or (Instr. Bene- Secu- ship
Security O 4 and 5) Date Expi- Number 5) fically rity: (Instr.
D V (A) (D) Exer- ra- of Owned Direct 4)
E cis- tion Shares at End (D) or
able Date of Indi-
Month rect
(Instr. (I)
4) (Instr.
4)
<S> <C> <S> <S> <S> <C> <C> <S> <S> <S> <C> <C> <C> <S> <S>
1994 Grant under the $5.00 08-10 Common Sto 0 D
1992 Stock Option Pl -2004 ck
(c)
1996 Re-Grant Under $11.25 02-06 Common Sto 20,000 D
1992 Stock Option Pl -2006 ck
</TABLE>
Explanation of Responses:
(a). Dividend paid in shares of Common Stock on the Company's
$.75 Convertible Preferred Stock on May 1, 1996.
(b). These shares were acquired pursuant to the Retirement
Savings Plan of Forest Oil Corporation (formerly Thrift
Plan) during the period from January 1, 1996 to March 31,
1996. These shares are held for the benefit of the
Reporter by State Street Bank and Trust Company as Trustee.
The information reported herein is based on a report from
the trustee dated as of March 31, 1996.
(c). (right to buy) with tandem tax withholding right (exempt
under Rule 16b-3).
/s/ V. BRUCE THOMPSON June 6, 1996
------------------------ ------------
**Signature of Reporting Person Date