SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A-1
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the Fiscal Year Ended December 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from to
--------------- ---------------
Commission File Number 1-3506
GEORGIA-PACIFIC CORPORATION
(exact name of registrant as specified in its Charter)
Georgia 93-0432081
State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
133 Peachtree Street, N.E., Atlanta, Georgia 30303
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (404) 652-4000
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on
Title of each class which registered
Common Stock ($.80 par value) New York Stock Exchange
Junior Preferred Stock Purchase Rights New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
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PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Information with respect to Directors of the Corporation and disclosure pursuant
to Item 405 of Regulation S-K is incorporated herein by reference to the
Corporation's Notice of 1997 Annual Meeting of Shareholders and Proxy Statement
expected to be dated March 26, 1997.
Executive Officers of the Registrant
The executive officers of the Corporation are as follows:
Date first
elected as
Name Age an officer Position or office
A. D. Correll 55 1988 Chairman, Chief Executive Officer,
President and a Director
W. E. Babin(1) 61 1990 Executive Vice President -
Pulp and Paper
Donald L. Glass 48 1982 Executive Vice President -
Building Products
Clint M. Kennedy 47 1988 Executive Vice President - Pulp and
Paperboard
John F. McGovern 50 1983 Executive Vice President - Finance
and Chief Financial Officer
Davis K. Mortensen(2) 64 1982 Executive Vice President -
Building Products
John F. Rasor 53 1983 Executive Vice President -
Forest Resources
Lee M. Thomas 52 1993 Executive Vice President - Paper
James E. Bostic, Jr. 49 1991 Senior Vice President -
Environmental, Government
Affairs and Communications
Gerard R. Brandt 57 1990 Senior Vice President -
Human Resources
James F. Kelley 55 1993 Senior Vice President - Law
and General Counsel
Maurice W. Kring 60 1983 Senior Vice President -
Containerboard and Packaging
George A. MacConnell 49 1983 Senior Vice President -
Distribution and Millwork
David W. Reynolds3 65 1983 Senior Vice President -
Administration
James E. Terrell 47 1989 Vice President and Controller
Alston D. Correll has been Chief Executive Officer of Georgia-Pacific since May
1993, Chairman since December 1993 and President since May 1996. He served as
Chief Operating Officer of the Corporation from August 1991 until May 1993, and
President and Chief Executive Officer from May 1993 until December 1993. Mr.
Correll was elected as a Director of the Corporation on May 5, 1992. Mr.
Correll served as Executive Vice President-Pulp and Paper from April 1989
through July 1991.
(1) W. E. Babin has been Executive Vice President - Pulp and Paper since January
1993. Prior to that time, Mr. Babin served as Executive Vice President - Pulp
and Paperboard from May 1992 to January 1993, Senior Vice President -
Containerboard and Packaging from January 1991 to May 1992, and Group Vice
President - Containerboard and Packaging from February 1990 to January 1991.
Mr. Babin will retire from the Corporation on April 1, 1997.
Donald L. Glass has been Executive Vice President - Building Products since
January 1, 1997. Mr. Glass served as Senior Vice President - Building Products
Manufacturing and Sales from 1991 until December 1996 and Senior Vice President
- - Building Products Manufacturing from 1989 to 1991.
Clint M. Kennedy has been Executive Vice President - Pulp and Paperboard since
January 1, 1997. Prior to that time, he served as Senior Vice President - Pulp,
Bleached Board and Logistics from February 1995 until December 1996, Group Vice
President - Pulp and Bleached Board from July 1992 through January 1995 and Vice
President - Sales and Marketing, Pulp and Bleached Board from May 1990 to July
1992.
John F. McGovern has been Executive Vice President - Finance since September
1995, and Chief Financial Officer since February 1994. He served as Senior Vice
President - Finance from January 1993 until September 1995, Vice President -
Finance from 1983 until January 1993, and Treasurer from March 1992 to October
1993.
(2) Davis K. Mortensen has been Executive Vice President - Building Products
since 1989. Mr. Mortensen will retire from the Corporation on March 1, 1997.
John F. Rasor has been Executive Vice President - Forest Resources since January
1, 1997. Prior to that time, he served as Senior Vice President - Forest
Resources from February 1995 until December 1996, Group Vice President - Forest
Resources from May 1992 through January 1995, Group Vice President - Timber from
January 1992 to May 1992, Vice President - Forest Resources from 1991 to January
1992, and Vice President - Eastern Wood Products Manufacturing Division from
1989 to 1991.
Lee M. Thomas has been Executive Vice President - Paper since January 1, 1997.
Prior to that time, he served as Senior Vice President - Paper from February
1995 until December 1996, Senior Vice President - Environmental, Government
Affairs and Communications from February 1994 through January 1995, and Senior
Vice President - Environmental and Government Affairs from March 1993 through
January 1994. Prior to joining the Corporation in March 1993, Mr. Thomas served
as Chairman and Chief Executive Officer of Law Companies Environmental Group,
Inc. (an engineering and environmental services company) from 1989 until March
1993.
James E. Bostic, Jr. has been Senior Vice President - Environmental, Government
Affairs and Communications since February 1995. Prior to that time, he served
as Group Vice President - Communication Papers from April 1992 through January
1995, Group Vice President - Butler Paper and Mail-Well from January 1992 to
April 1992, and Vice President - Butler Paper and Mail-Well from January 1991 to
January 1992. In addition, Mr. Bostic was General Manager, Commercial Products
and Systems Division, from 1990 to 1991.
Gerard R. Brandt has been Senior Vice President - Human Resources since February
1995. Prior to that time, he served as Group Vice President - Packaged Products
from July 1993 through January 1995, Group Vice President - Butler Paper and
Mail-Well from May 1992 to July 1993, Vice President - Butler Paper and Mail-
Well from April 1992 to May 1993, and Vice President - Communication Papers
Manufacturing from May 1990 to April 1992.
James F. Kelley has been Senior Vice President - Law and General Counsel since
December 1993.
Maurice W. Kring has been Senior Vice President - Containerboard and Packaging
since February 1994. Prior to that time, he served as Group Vice President -
Containerboard and Packaging from July 1993, until February 1994 and Group Vice
President - Packaged Products from 1987 to July 1993.
George A. MacConnell has been Senior Vice President - Distribution and Millwork
since February 1993 and served as Senior Vice President - Distribution and
Specialty Operations from 1989 to February 1993.
3 David W. Reynolds has been Senior Vice President - Administration since
February 1995. Prior to that time, he served as Senior Vice President - Human
Resources and Administration from 1989 through January 1995. Mr. Reynolds will
retire from the Corporation on April 1, 1997.
James E. Terrell was elected Vice President of the Corporation in January 1991
and has served as Controller since 1989.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
GEORGIA-PACIFIC CORPORATION
(Registrant)
By: /s/ A. D. Correll
(A. D. Correll,
Chairman, Chief Executive
Officer and President)
Date: March 21, 1997
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
Signature Title Date
As Officers or Directors of GEORGIA-PACIFIC CORPORATION
/s/ A. D. Correll Director, Chairman, Chief March 21, 1997
Executive Officer and President
- ---------------------
(A. D. Correll) (Principal Executive Officer)
/s /John F. McGovern Executive Vice President-Finance March 21, 1997
and Chief Financial Officer
- ---------------------
(John F. McGovern) (Principal Financial Officer)
/s/ James E. Terrell Vice President and Controller March 21, 1997
(Principal Accounting Officer)
- ---------------------
(James E. Terrell)
* Director March 21, 1997
(Robert Carswell)
* Director March 21, 1997
(Jane Evans)
* Director March 21, 1997
(Donald V. Fites)
* Director March 21, 1997
(Harvey C. Fruehauf, Jr.)
* Director March 21, 1997
(Richard V. Giordano)
* Director March 21, 1997
(David R. Goode)
* Director March 21, 1997
(T. Marshall Hahn, Jr.)
* Director March 21, 1997
(M. Douglas Ivester)
* Director March 21, 1997
(Francis Jungers)
* Director March 21, 1997
(Louis W. Sullivan)
* Director March 21, 1997
(James B. Williams)
*By/s/ James F. Kelley
(James F. Kelley)
*As Attorney-in-Fact for the Directors or Officers by whose names an asterisk
appears.
