STONE CONTAINER CORP
8-K, 1994-04-19
PAPERBOARD MILLS
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               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549

                                               

                            FORM 8-K

                         CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934

     Date of Report (Date of
     earliest event reported):                    April 19, 1994


                                               

                   STONE CONTAINER CORPORATION
     (Exact name of Registrant as specified in its charter)


   DELAWARE               1-3439            36-2041256
(State or other      (Commission File     (IRS Employer
 jurisdiction of          Number)       Identification No.)
 Incorporation)

150 North Michigan Avenue,                               60601
   Chicago, Illinois                                   (Zip Code)
 (Address of Principal
  executive offices)

Registrant's telephone number, including area code:  
               (312) 346-6600


                               N/A

 (Former name or former address, if changed since last report.)<PAGE>
Item 5.   Other Events
     Environmental Issues

     In December 1993, the U.S. Environmental Protection Agency
("EPA") published draft rules, informally referred to as the
"cluster rules", which contain proposed revisions to effluent
guidelines under the Clean Water Act in conjunction with new
regulations relating to discharge of certain substances under the
Clean Air Act.  The final rules are scheduled to be issued in
late 1995, with a nominal compliance date of 1998.  The EPA has
indicated that significant changes to the regulations will be
considered prior to the adoption of final regulations in late
1995.  In connection with the rule making process, the Company is
considering and evaluating the potential impact of such proposed
regulations and the possible changes to the Company's planned
capital expenditures over the next several years.  Based upon
preliminary estimates just recently completed, the Company could,
under the current proposals, be required to make capital
expenditures of $350-$450 million by 1998 and incur up to $20
million annually of additional operating expenses.  The
commencement of such expenditures would occur sometime in 1996. 
The ultimate financial impact of the regulations cannot currently
be predicted and will depend on several factors, including
changes in the proposed regulations, new developments in control
process technology, possible mill reconfiguration and inflation. 
In order to establish the above referenced range, the Company
utilized assumptions least favorable to the Company among the
range of possible outcomes.  The estimate could change, depending
on several factors, including, among others, the ability of the
Company and other pulp and paper manufacturers to convince the
EPA that the proposed regulations are unnecessarily complex,
burdensome, and environmentally unjustified.  In addition, the
proposals could if not amended by the EPA be subject to
administrative and judicial challenges.  The Company's liquidity
has been adversely impacted by the economic conditions plaguing
the pulp and paper industry for the past several years.  The
capital expenditures and operating expenses which would result
from the proposed regulations would increase the need for
additional capital resources and could impact liquidity at the
time they are to be incurred.  The Company also believes that
since its situation, in relative terms, is similar to that of its
competitors, compliance will not adversely affect its competitive
position.

<PAGE>
                           Signatures

     Pursuant to the requirement of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.

                                   STONE CONTAINER CORPORATION 



                                   By:  LESLIE T. LEDERER        
                                        Leslie T. Lederer
                                        Vice President, Secretary
                                         and Counsel


Date: April 19, 1994     



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