<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------------
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One):
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the year ended December 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the transition period from ________________ to ________________
Commission file number 1-3506
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below: Georgia-Pacific Corporation
Hourly 401(k) Savings Plan.
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office: Georgia-Pacific Corporation,
133 Peachtree Street, N.E., Atlanta, Georgia 30303.
<PAGE>
GEORGIA-PACIFIC CORPORATION
HOURLY 401(k) SAVINGS PLAN
FINANCIAL STATEMENTS AND SCHEDULES
AS OF DECEMBER 31, 1996 AND 1995
TOGETHER WITH AUDITORS' REPORT
<PAGE>
GEORGIA-PACIFIC CORPORATION
HOURLY 401(k) SAVINGS PLAN
FINANCIAL STATEMENTS AND SCHEDULES
DECEMBER 31, 1996 AND 1995
TABLE OF CONTENTS
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
FINANCIAL STATEMENTS
Statement of Net Assets Available for Benefits with Fund
Information--December 31, 1996
Statement of Net Assets Available for Benefits with Fund
Information--December 31, 1995
Statement of Changes in Net Assets Available for Benefits with Fund
Information for the Year Ended December 31, 1996
NOTES TO FINANCIAL STATEMENTS AND SCHEDULES
SCHEDULES SUPPORTING FINANCIAL STATEMENTS
Schedule I: Item 27(a)--Schedule of Assets Held for Investment
Purposes--December 31, 1996
Schedule II: Item 27(d)--Schedule of Reportable Transactions for the Year
Ended December 31, 1996
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Participants of the
Georgia-Pacific Corporation Hourly
401(k) Savings Plan:
We have audited the accompanying statements of net assets available for benefits
with fund information of the GEORGIA-PACIFIC CORPORATION HOURLY 401(k) SAVINGS
PLAN (the "Plan") as of December 31, 1996 and 1995, and the related statement of
changes in net assets available for benefits with fund information for the year
ended December 31, 1996. These financial statements and the schedules referred
to below are the responsibility of the Plan's management. Our responsibility is
to express an opinion on these financial statements and schedules based on our
audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits as of December 31,
1996 and 1995 and the changes in net assets available for benefits for the year
ended December 31, 1996 in conformity with generally accepted accounting
principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes as of December 31, 1996 and reportable transactions for
the year ended December 31, 1996 are presented for purposes of additional
analysis and are not a required part of the basic financial statements but are
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The fund information in the statement of net assets
available for benefits and the statement of changes in net assets available for
benefits is presented for purposes of additional analysis rather than to present
the net assets available for benefits and the changes in net assets available
for benefits of each fund. The supplemental schedules and fund information have
been subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
/s/ Arthur Andersen LLP
Atlanta, Georgia
April 29, 1997
<PAGE>
GEORGIA-PACIFIC CORPORATION HOURLY 401(k) SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
DECEMBER 31, 1996
<TABLE>
<CAPTION>
Short-Term U.S. Georgia-Pacific Index Trust Georgia-Pacific
Treasury Portfolio Stock Fund 500 Portfolio Balanced Fund
------------------ ---------- ------------- -------------
<S> <C> <C> <C> <C>
Assets:
Contribution receivable $ 557,921 $ 392,544 $ 954,332 $ 188,604
----------- ----------- ----------- ----------
Accrued income 0 0 0 17,371
----------- ----------- ----------- ----------
Other receivables 0 0 0 1,938
----------- ----------- ----------- ----------
Investments, at market:
Interest in Master Trust 0 33,037,179 0 0
Mutual funds 44,161,971 0 53,231,448 6,402,747
----------- ----------- ----------- ----------
Total investments 44,161,971 33,037,179 53,231,448 6,402,747
----------- ----------- ----------- ----------
Total assets 44,719,892 33,429,723 54,185,780 6,610,660
----------- ----------- ----------- ----------
Liabilities:
Other payables 0 0 0 40,467
----------- ----------- ----------- ----------
Total liabilities 0 0 0 40,467
----------- ----------- ----------- ----------
Net assets available
for benefits $44,719,892 $33,429,723 $54,185,780 $6,570,193
=========== =========== =========== ==========
<PAGE>
<CAPTION>
Bond Index Money Market International
Fund Portfolio Reserves Fund Total
-------------- ------------ ------------- ------------
<S> <C> <C> <C> <C>
Assets:
Contribution receivable $ 102,885 $ 279,972 $ 81,024 $ 2,557,282
---------- ----------- ---------- ------------
Accrued income 0 0 0 17,371
---------- ----------- ---------- ------------
Other receivables 0 0 0 1,938
---------- ----------- ---------- ------------
Investments, at market:
Interest in Master Trust 0 0 0 33,037,179
Mutual funds 2,991,767 11,949,010 2,511,279 121,248,222
---------- ----------- ---------- ------------
Total investments 2,991,767 11,949,010 2,511,279 154,285,401
---------- ----------- ---------- ------------
Total assets 3,094,652 12,228,982 2,592,303 156,861,992
---------- ----------- ---------- ------------
Liabilities:
Other payables 0 0 0 40,467
---------- ----------- ---------- ------------
Total liabilities 0 0 0 40,467
---------- ----------- ---------- ------------
Net assets available
for benefits $3,094,652 $12,228,982 $2,592,303 $156,821,525
========== =========== ========== ============
</TABLE>
The accompanying notes are an integral part of this statement.
<PAGE>
GEORGIA-PACIFIC CORPORATION HOURLY 401(k) SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
DECEMBER 31, 1995
<TABLE>
<CAPTION>
Short-Term U.S. Georgia-Pacific Index Trust Georgia-Pacific
Treasury Portfolio Stock Fund 500 Portfolio Balanced Fund
------------------ --------------- ------------- ---------------
<S> <C> <C> <C> <C>
Assets:
Contribution receivable $ 780,189 $ 483,718 $ 836,833 $ 155,073
----------- ----------- ----------- ----------
Accrued income 0 0 0 8,025
----------- ----------- ----------- ----------
Other receivables 0 0 0 142,240
----------- ----------- ----------- ----------
Investments, at market:
Interest in Master Trust 0 26,783,438 0 0
Mutual funds 41,594,343 0 29,750,884 3,157,309
----------- ----------- ----------- ----------
Total investments 41,594,343 26,783,438 29,750,884 3,157,309
----------- ----------- ----------- ----------
Total assets 42,374,532 27,267,156 30,587,717 3,462,647
----------- ----------- ----------- ----------
Liabilities:
Other payables 0 0 0 237
----------- ----------- ----------- ----------
Total liabilities 0 0 0 237
----------- ----------- ----------- ----------
Net assets available
for benefits $42,374,532 $27,267,156 $30,587,717 $3,462,410
=========== =========== =========== ==========
<PAGE>
<CAPTION>
Bond Index Money Market International
Fund Portfolio Reserves Fund Total
-------------- ------------ ------------ ------------
<S> <C> <C> <C> <C>
Assets:
Contribution receivable $ 88,337 $ 251,480 $ 25,256 $ 2,620,886
---------- ---------- -------- ------------
Accrued income 0 0 0 8,025
---------- ---------- -------- ------------
Other receivables 0 0 0 142,240
---------- ---------- -------- ------------
Investments, at market:
Interest in Master Trust 0 0 0 26,783,438
Mutual funds 1,868,655 6,930,924 577,482 83,879,597
---------- ---------- -------- ------------
Total investments 1,868,655 6,930,924 577,482 110,663,035
---------- ---------- -------- ------------
Total assets 1,956,992 7,182,404 602,738 113,434,186
---------- ---------- -------- ------------
Liabilities:
Other payables 0 0 0 237
---------- ---------- -------- ------------
Total liabilities 0 0 0 237
---------- ---------- -------- ------------
Net assets available
for benefits $1,956,992 $7,182,404 $602,738 $113,433,949
========== ========== ======== ============
</TABLE>
The accompanying notes are an integral part of this statement.
<PAGE>
GEORGIA-PACIFIC CORPORATION HOURLY 401(k) SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
Short-Term U.S. Georgia-Pacific Index Trust Georgia-Pacific
Treasury Portfolio Stock Fund 500 Portfolio Balanced Fund
------------------ --------------- ------------- ---------------
<S> <C> <C> <C> <C>
Interest and dividends $ 2,416,177 $ 0 $ 1,083,024 $ 219,462
Net appreciation (depreciation) in
market value (593,913) 0 7,547,498 397,100
Net gain from Master Trust 0 2,422,108 0 0
----------- ----------- ----------- ----------
Net investment income 1,822,264 2,422,108 8,630,522 616,562
----------- ----------- ----------- ----------
Contributions:
Participants' 6,130,014 4,664,331 9,330,034 2,007,750
Corporation 2,147,446 1,257,118 2,305,669 521,038
----------- ----------- ----------- ----------
Total contributions 8,277,460 5,921,449 11,635,703 2,528,788
----------- ----------- ----------- ----------
Distributions to participants (2,315,528) (652,295) (1,206,992) (193,754)
----------- ----------- ----------- ----------
Interfund transfers (5,438,836) (1,528,695) 4,538,830 156,187
----------- ----------- ----------- ----------
Changes in net assets available
for benefits 2,345,360 6,162,567 23,598,063 3,107,783
Net assets available for benefits,
beginning of year 42,374,532 27,267,156 30,587,717 3,462,410
----------- ----------- ----------- ----------
Net assets available for benefits,
end of year $44,719,892 $33,429,723 $54,185,780 $6,570,193
=========== =========== =========== ==========
Number of units outstanding 4,342,377 3,063,395 769,685 489,450
=========== =========== =========== ==========
Unit value at end of year $ 10.17 $ 10.78 $ 69.16 $ 13.04
=========== =========== =========== ==========
<PAGE>
<CAPTION>
Bond Index Money Market International
Fund Portfolio Reserves Fund Total
-------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Interest and dividends $ 152,977 $ 449,297 $ 101,828 $ 4,422,765
Net appreciation (depreciation) in
market value (50,907) 0 89,874 7,389,652
Net gain from Master Trust 0 0 0 2,422,108
---------- ----------- ---------- ------------
Net investment income 102,070 449,297 191,702 14,234,525
---------- ----------- ---------- ------------
Contributions:
Participants' 1,108,780 2,990,731 628,973 26,860,613
Corporation 287,631 882,055 147,878 7,548,835
---------- ----------- ---------- ------------
Total contributions 1,396,411 3,872,786 776,851 34,409,448
---------- ----------- ---------- ------------
Distributions to participants (114,296) (755,061) (18,471) (5,256,397)
---------- ----------- ---------- ------------
Interfund transfers (246,525) 1,479,556 1,039,483 0
---------- ----------- ---------- ------------
Changes in net assets available
for benefits 1,137,660 5,046,578 1,989,565 43,387,576
Net assets available for benefits,
beginning of year 1,956,992 7,182,404 602,738 113,433,949
---------- ----------- ---------- ------------
Net assets available for benefits,
end of year $3,094,652 $12,228,982 $2,592,303 $156,821,525
========== =========== ========== ============
Number of units outstanding 304,041 11,949,010 152,569
========== =========== ==========
Unit value at end of year $ 9.84 $ 1.00 $ 16.46
========== =========== ==========
</TABLE>
The accompanying notes are an integral part of this statement.
<PAGE>
GEORGIA-PACIFIC CORPORATION HOURLY 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS AND SCHEDULES
DECEMBER 31, 1996 AND 1995
NOTE 1. ORGANIZATION AND PLAN DESCRIPTION
The accompanying financial statements present the statements of net assets
available for benefits and changes in net assets available for benefits of the
Georgia-Pacific Corporation Hourly 401(k) Savings Plan.
Certain groups of hourly employees of Georgia-Pacific Corporation (the
"Employer") participate in the Plan. For unionized groups, participation in the
Plan must be specified in the applicable bargaining agreement; management
designates non-union participating groups. The Plan was established on April 1,
1994. Employees are eligible to participate in the Plan upon the completion of
one year of service.
Plan assets are held in trust funds and invested on participants' behalf, with
all investment earnings for each fund credited to the accounts of participants
based on their proportionate share of the fund. Vanguard Fiduciary Trust Company
(the "Trustee") is the Trustee and custodian for the Plan.
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES
The accompanying financial statements have been prepared on the accrual basis of
accounting.
The Trustee performs daily valuations of the Plan's investments and makes daily
distributions.
Investments are presented at market value. Market values of mutual funds are
determined principally from quotations as reported on various securities
exchanges.
The net appreciation (depreciation) in the market value of investments in the
accompanying statement of changes in net assets available for benefits reflects
the net difference between the market value and cost at the beginning and end of
the year for assets held throughout the year, as well as the difference between
the year end market value and cost for assets purchased during the year. For
assets sold or distributed during the year, the net appreciation (depreciation)
reflects the net difference between the market value and the cost at the
beginning of the year and the date of disposition.
The preparation of the financial statements in conformity with generally
accepted accounting principles requires plan management to use estimates and
assumptions that affect the accompanying financial statements and disclosures.
Actual results could differ from these estimates.
NOTE 3. INCOME TAX STATUS
The Employer has filed for an initial letter of determination from the Internal
Revenue Service (the "IRS") as to the qualified status of the Plan. Under the
applicable provisions of the Internal Revenue Code, a participant will not be
subject to federal income tax on either employer contributions or earnings of
the Plan until such time as distributions are made to the participant. In
management's opinion, the Plan is currently designed and being operated in
accordance with applicable provisions of the Internal Revenue Code. Accordingly,
no provision for federal income taxes has been made in the accompanying
financial statements.
<PAGE>
NOTE 4. INVESTMENTS
Assets held under the Plan were invested by the Trustee, as directed by the
participants, in one or more of seven investment funds: the Short-Term U.S.
Treasury Portfolio, the Index Trust 500 Portfolio, the Georgia-Pacific Balanced
Fund, the Georgia-Pacific Stock Fund, the Bond Index Fund Portfolio, the
International Fund and the Money Market Reserves. The Plan permits participants
to change the investment of future contributions or existing balances up to four
times per year plus once each calendar quarter. The following is a description
of these investment funds:
Georgia-Pacific Stock Fund - invested principally in shares of
--------------------------
Georgia-Pacific Corporation common stock. The December 31, 1996 and
1995 investment market value of $33,037,179 and $26,783,438,
respectively, exceeded 5% of the Plan's net assets on those dates.
Short-Term U.S. Treasury Portfolio - invested in the Vanguard
----------------------------------
Short-Term U.S. Treasury Portfolio. The Vanguard portfolio, a fixed
income mutual fund, is principally invested in short-term government
bills, notes and bonds and has an average maturity of two to three
years. The December 31, 1996 and 1995 investment market value of
$44,161,971 and $41,594,343, respectively, exceeded 5% of the Plan's
net assets on those dates.
Index Trust 500 Portfolio - invested in the Vanguard Index Trust 500
-------------------------
Portfolio, an equity mutual fund. This portfolio is invested in all of
the 500 stocks included in the Standard & Poor's 500 Composite Stock
Price Index in approximately the same proportion as represented in the
Index. The objective of this fund is to approximate the performance of
the Standard & Poor's 500 Composite Stock Price Index. The December 31,
1996 and 1995 investment market value of $56,413,262 and $31,330,451,
respectively, exceeded 5% of the Plan's net assets on those dates.
Georgia-Pacific Balanced Fund - invested approximately 50% in the
-----------------------------
Vanguard Bond Index Fund - Total Bond Market Portfolio and 50% in the
Vanguard Index Trust 500 Portfolio. The Vanguard Bond Index Fund, a
fixed income mutual fund, invests in U.S. government bonds,
high-quality corporate bonds, and mortgage-backed securities. The
objective of the Vanguard Bond Index Fund is to approximate the
performance of the Lehman Brothers Aggregate Bond Index. The Vanguard
Index Trust 500 Portfolio, an equity mutual fund, is described above
under the Index Trust 500 Portfolio.
Money Market Reserves - invested in the Vanguard Money Market Reserves
---------------------
- U.S. Treasury Portfolio, a money market mutual fund, which is
invested exclusively in U.S. government obligations. The December 31,
1996 and 1995 investment market value of $11,949,010 and $6,930,924,
respectively, exceeded 5% of the Plan's net assets.
Bond Index Fund Portfolio - invested in the Vanguard Bond Index Fund -
-------------------------
Total Bond Market Portfolio, a fixed income mutual fund, which is
described above under the Georgia-Pacific Balanced Fund.
International Fund - invested in the International Fund, Vanguard
------------------
International Growth Portfolio, an international equity mutual fund,
which primarily invests in the stocks of companies based outside of the
United States. The investment objective of the Vanguard International
Growth Portfolio is long-term capital appreciation.
<PAGE>
NOTE 5. MASTER TRUST
Effective June 8, 1994, the assets of the Georgia-Pacific Stock Fund were
transferred into the Georgia-Pacific Stock Fund Master Trust ("Master Trust").
The Master Trust was established to hold, administer and invest the assets of
the Georgia-Pacific Stock Funds of certain defined contribution plans qualified
under Internal Revenue Code section 401(k). These plans are administered by
Georgia-Pacific Corporation. Each participating plan's interest in the Master
Trust is based on the market value of assets transferred.
The market value of the Master Trust is allocated to the individual
participating plans based on the relative value of the assets of each Plan.
Interest income, dividends, and gains and losses (both realized and unrealized)
are allocated daily to the individual participating plans based on the relative
market values at the beginning of each day.
The Plan's interest in the assets of the Master Trust is included in the
accompanying schedule of assets held for investment purposes under the
"Georgia-Pacific Stock Fund Master Trust." A summary of the Master Trust balance
as of December 31, 1996 and 1995 is shown below:
1996 1995
------------ ------------
Investments, at market:
Georgia-Pacific Corporation
common stock $197,943,480 $213,030,186
Vanguard Money Market
Reserves U. S. Treasury
Portfolio 2,925,165 5,861,086
------------ ------------
Total investments 200,868,645 218,891,272
------------ ------------
Receivables:
Interest 10,850 30,860
Due from brokers 0 372,875
Other receivables 186,336 977,715
------------ ------------
Total receivables 197,186 1,381,450
------------ ------------
Less:
Payables 1,077,451 271,001
Due to brokers 236,016 3,041,282
------------ ------------
Total payables 1,313,467 3,312,283
------------ ------------
Net assets of the Master Trust $199,752,364 $216,960,439
============ ============
<PAGE>
A summary of income and net appreciation of the Master Trust, which comprises
the net investment gain for all participating plans for the year ending December
31, 1996, is shown below:
Interest income $ 211,947
Dividends 5,774,024
Net appreciation in market
value of investments 13,021,424
Investment expense (81,313)
-----------
Net investment gain from
Master Trust $18,926,082
===========
Allocations to participating plans of net investment gain for the year ending
December 31, 1996 and net assets as of December 31, 1996 and 1995 are shown
below for the Master Trust:
Georgia-Pacific Corporation
Hourly 401(k) Savings Plan $ 2,422,108
Other plan 16,503,974
-----------
Net investment gain from
Master Trust $18,926,082
===========
<TABLE>
<CAPTION>
1996 1995
---- ----
<S> <C> <C> <C> <C>
Georgia-Pacific Corporation
Hourly 401(k) Savings Plan $ 33,037,179 16.54% $ 26,783,438 12.34%
Other plan 166,715,185 83.46 190,177,001 87.66
------------ ------ ------------ ------
Net assets of the Master Trust $199,752,364 100.00% $216,960,439 100.00%
============ ====== ============ ======
</TABLE>
<PAGE>
NOTE 6. CONTRIBUTIONS
The Plan allows for both employer and employee contributions. For unionized
groups, the percent of eligible compensation a participant is able to
contribute, the percent of the Employer's match (if any) and whether certain
bonuses and compensation for unused vacation and holidays may be contributed are
governed by the collective bargaining agreement applicable to that group.
Participants may contribute from 1% to 12% of eligible compensation to the Plan
in whole percentages as specified in the plan exhibit applicable to that group.
In addition, if specified in the governing exhibit, participants may elect to
contribute certain bonuses and compensation for unused vacation days and
personal holidays to the Plan. The Employer matches the participants'
contributions to the extent provided in the exhibit applicable to the
participating group. In addition, participants may also contribute rollovers
from certain qualified plans.
Participant and Employer contributions are remitted to the Trustee monthly and
invested in the Vanguard Money Market Reserves U.S. Treasury Portfolio until
they can be credited to participants' accounts and invested in accordance with
participants' investment elections. Earnings on the short-term investments are
allocated to participants' accounts once each year.
NOTE 7. WITHDRAWALS AND TERMINATION
Under the Plan, contributions excluded from gross income for federal income tax
purposes (and, in specified cases, other components of the participant's account
balance) can be withdrawn only in the case of a financial hardship and are
subject to taxes in the year received. The withdrawals (either full or partial)
are paid in cash. Withdrawals of before-tax contributions result in a suspension
of the right to make employee contributions to the Plan for a period of at least
twelve months.
In the event of a Participant's termination of employment, death or attainment
of age 65, the Participant or his beneficiary receives in cash and/or
Georgia-Pacific Corporation common stock his entire account balance.
Participants are immediately 100% vested in employer contributions.
NOTE 8. PLAN TERMINATION
The Employer has reserved the right to amend, modify, suspend, or terminate the
Plan at any time. In the event the Corporation terminates the Plan, each
participant's account balance would be fully vested.
NOTE 9. FORM 5500
Net assets available for benefits as presented on Form 5500 agree to the net
assets available for benefits presented in the accompanying financial statements
for the year ended December 31, 1996.
<PAGE>
SCHEDULE I
GEORGIA-PACIFIC CORPORATION HOURLY 401(k) SAVINGS PLAN
ITEM 27(a) -- SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
<TABLE>
<CAPTION>
Shares
or Face
Amount Cost Market
--------- ------------ ------------
<S> <C> <C> <C>
GEORGIA-PACIFIC STOCK FUND
Georgia-Pacific Stock Fund Master Trust* 3,063,395 $ 33,405,374 $ 33,037,179
------------ ------------
INDEX TRUST 500 PORTFOLIO
Vanguard Index Trust 500 Portfolio* 769,685 41,182,927 53,231,448
------------ ------------
SHORT-TERM U.S. TREASURY PORTFOLIO
Short-Term U.S. Treasury Portfolio* 4,342,377 43,664,095 44,161,971
------------ ------------
GEORGIA-PACIFIC BALANCED FUND
Vanguard Index Trust 500 Portfolio* 46,007 2,625,486 3,181,814
Vanguard Bond Index Fund* 327,331 3,192,060 3,220,933
------------ ------------
TOTAL GEORGIA-PACIFIC BALANCED FUND 5,817,546 6,402,747
------------ ------------
BOND INDEX FUND PORTFOLIO
Vanguard Bond Index Fund* 304,041 2,959,042 2,991,767
------------ ------------
MONEY MARKET RESERVES
Vanguard Money Market Reserves
U.S. Treasury Portfolio* 11,949,010 11,949,010 11,949,010
------------ ------------
INTERNATIONAL FUND
Vanguard International
Growth Portfolio* 152,569 2,430,439 2,511,279
------------ ------------
TOTAL INVESTMENTS $141,408,433 $154,285,401
============ ============
</TABLE>
* Represents a party-in-interest to the Plan.
The accompanying notes are an integral part of this schedule.
<PAGE>
SCHEDULE II
GEORGIA-PACIFIC CORPORATION HOURLY 401(k) SAVINGS PLAN
ITEM 27(d) -- SCHEDULE OF REPORTABLE TRANSACTIONS(a)
FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
Purchases Sales
------------------- ----------------------------------------------
Number Amount Number Cost Proceeds Gain
------ ----------- ------ ----------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Short-Term U.S Treasury
Portfolio 226 $11,743,944 229 $ 8,481,340 $8,581,207 $ 99,867
Vanguard Index Trust 500
Portfolio 331 23,156,825 308 5,133,241 6,039,682 906,441
Vanguard Money Market
Reserves U.S. Treasury
Portfolio 236 10,089,411 210 5,071,326 5,071,326 0
</TABLE>
(a) The above represents a series of transactions in securities of the
same issue in excess of 5% of the plan assets at the beginning of
the year.
The accompanying notes are an integral part of this schedule.
<PAGE>
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the trustees (or other persons who administer the employee benefit
plan) have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
GEORGIA-PACIFIC CORPORATION HOURLY 401(k) SAVINGS PLAN
By: GEORGIA-PACIFIC CORPORATION,
as Plan Administrator
Date: June 19, 1997 By: /s/ John F. McGovern
--------------------
John F. McGovern
Executive Vice President - Finance and
Chief Financial Officer
<PAGE>
INDEX TO EXHIBITS
Exhibit
Number Description
- ------- -----------
23 Consent of Arthur Andersen LLP*
- ------------------
* - Filed by EDGAR
<PAGE>
EXHIBIT 23
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation of our
report included in this Form 11-K into Georgia-Pacific Corporation's previously
filed Registration Statement File No. 33-52815.
/s/ Arthur Andersen LLP
Atlanta, Georgia
June 19, 1997
