SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 11-K
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from ____________ to __________.
Commission file number 1-3439
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
Stone Container Corporation Deferred Income Savings Plan
B. Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office:
Stone Container Corporation
150 North Michigan Avenue
Chicago, Illinois 60601
<PAGE>
STONE CONTAINER CORPORATION
DEFERRED INCOME SAVINGS PLAN
FINANCIAL STATEMENTS
AND SCHEDULES
DECEMBER 31, 1995 AND 1994
<PAGE>
STONE CONTAINER CORPORATION
DEFERRED INCOME SAVINGS PLAN
INDEX
Page
Report of Independent Accountants 1
Financial Statements:
Statement of Net Assets Available for
Benefits as of December 31, 1995 and 1994 2
Statement of Changes in Net Assets Available
for Benefits for the Year Ended
December 31, 1995 and 1994 3
Notes to Financial Statements 4
Supplementary Schedules:
Assets Held for Investment as of
December 31, 1995 Schedule I
Schedule of Reportable Transactions
for the Year Ended December 31, 1995 Schedule II
Note: All other supplementary schedules have been omitted
because they are not applicable.
<PAGE>
Report of Independent Accountants
June 14, 1996
To the Participants and
Administrator of
Stone Container Corporation
Deferred Income Savings Plan
In our opinion, the accompanying statement of net assets
available for benefits and the related statement of changes in
net assets available for benefits present fairly, in all material
respects, the net assets available for benefits of the Stone
Container Corporation Deferred Income Savings Plan (the Plan) at
December 31, 1995 and 1994, and the changes in net assets
available for benefits for the years then ended, in conformity
with generally accepted accounting principles. These financial
statements are the responsibility of the Plan's management; our
responsibility is to express an opinion on these financial
statements based on our audits. We conducted our audits of these
statements in accordance with generally accepted auditing
standards which 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, assessing the accounting
principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for the
opinion expressed above.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The additional
information included in Schedules I and II is presented for
purposes of additional analysis and is not a required part of the
basic financial statements but is additional information required
by the Employee Retirement Income Security Act of 1974. Such
information has been subjected to the auditing procedures applied
in the audits of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to
the basic financial statements taken as a whole.
PRICE WATERHOUSE LLP<PAGE>
<PAGE>
<TABLE>
STONE CONTAINER CORPORATION
DEFERRED INCOME SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1995 AND 1994
<CAPTION>
1995 1994
_____________ _____________
<S> <C> <C>
Cash and cash equivalents $ 2,868,559 $ 1,977,565
Fixed investment contracts 43,968,431 44,725,731
Pooled investment funds 11,576,430 11,145,294
Mutual funds 48,842,837 31,298,102
Common stock 18,813,957 22,709,681
_____________ _____________
Total investments 126,070,214 111,856,373
Contributions receivable:
Employee 4,540 4,662
Employer 534,554 515,416
Due from broker 943,830 109,345
Accrued income 11,517 52,328
_____________ _____________
Total assets 127,564,655 112,538,124
_____________ _____________
Due to broker 943,830 196,722
Other liabilities - 2,362
_____________ _____________
Total liabilities 943,830 199,084
_____________ _____________
Net assets available for benefits $126,620,825 $112,339,040
============= =============
<FN>
The accompanying notes are an integral part of these statements.
</TABLE>
<PAGE>
<TABLE>
STONE CONTAINER CORPORATION
DEFERRED INCOME SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1995 AND 1994
<CAPTION>
1995 1994
_____________ _____________
<S> <C> <C>
Sources of assets:
Contributions:
Employee $ 13,069,571 $ 11,998,910
Employer 534,554 515,416
Interest and dividend income 6,771,903 4,617,618
Transfers of assets from
other plans - 2,435,975
Net appreciation
in fair value of investments 3,157,992 7,967,747
Other 106,927 -
_____________ _____________
23,640,947 27,535,666
_____________ _____________
Application of assets:
Participant withdrawals 7,336,622 6,762,396
Common stock distributed
to participants 1,922,121 578,094
Other 100,419 97,333
_____________ _____________
9,359,162 7,437,823
_____________ _____________
Increase in net assets available
for benefits 14,281,785 20,097,843
Net assets available for benefits:
Beginning of period 112,339,040 92,241,197
_____________ _____________
End of period $126,620,825 $112,339,040
============= =============
<FN>
The accompanying notes are an integral part of these statements.
</TABLE>
<PAGE>
STONE CONTAINER CORPORATION
DEFERRED INCOME SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995 AND 1994
NOTE 1 - DESCRIPTION OF THE PLAN:
The following description of the Stone Container Corporation
Deferred Income Savings Plan (the Plan) is provided for general
informational purposes only. Participants should refer to the
Plan agreement for complete information.
General
The Plan was adopted by the Board of Directors of Stone Container
Corporation (the Company) to offer eligible employees of the
Company an opportunity to invest a portion of their income in the
Plan on a regular basis through salary reduction under the
provisions of section 401(K) of the Internal Revenue Code. The
Plan is administered by a committee of three individuals
appointed by the Company and is subject to the provisions of the
Employee Retirement Income Security Act of 1974 (ERISA). The
Plan's year end is December 31.
Eligibility
All salaried employees of the Company are eligible to participate
in the Plan as of the first day of the following Plan year by
filing a written request indicating their elective contributions.
Contributions
Employee salary reduction contributions are to be not less than
one percent or greater than ten percent of compensation up to the
maximum contribution as permitted by the Internal Revenue Code.
Compensation is defined as the total of wages, bonuses,
commissions and overtime pay. Participants may change their
contribution percentages and fund investment alternatives at
specified dates during the year. Contributions may be suspended
at any time by notifying the Plan Administrator. Contributions
and earnings on participants' contributions are fully vested and
nonforfeitable at all times. The Company matches participant
contributions in an amount equal to $.25 for each $1 of
contribution made by participants up to a maximum employer
contribution of $150 per participant, per year. Participants are
also fully vested, at all times, in the Company's matching
contributions and earnings thereon.
<PAGE>
Distributions
The balance in a participant's account is distributable upon
termination of the participant's employment for any reason,
including death, retirement, permanent disability, resignation or
dismissal. Participants who have not terminated employment are
entitled to distributions of their account balances upon
attainment of age 59-1/2. Participants must commence
distribution on their account balances no later than April 1 of
the calendar year following the calendar year in which they
attain age 70-1/2. All distributions are made in the form of
lump-sum payments.
Prior to normal distribution of benefits, participants who
demonstrate financial hardship may request a withdrawal of all or
a portion of their employer and salary reduction contributions
account as of December 31, 1988, plus their aggregate salary
reduction contributions, but not earnings thereon, made on or
after January 1, 1989. All hardship requests are evaluated and
subject to approval by the Plan Administrator. Such withdrawals
are not allowed more frequently than once in a twelve-month
period.
Investment alternatives
Participants have the option to invest their balances in a fixed
income fund, a balanced fund, an equity fund and a company stock
fund. Prior to 1989, certain participants also had the option to
invest in a money market fund.
Investment decisions for each fund are made by the Bankers Trust
Company (the Trustee) or an investment manager selected by the
Plan Administrator. Prior to April 1, 1995, Harris Trust and
Savings Bank acted as the Plan's trustee. Participants may elect
to invest their contributions and the matching Company
contribution in the fixed income fund, the balanced fund, the
equity fund and the company stock fund in increments of one
percent. All contributions received are held and invested in the
short-term investment fund until it is administratively possible
for the Trustee to invest such contributions and earnings thereon
pursuant to the participant's investment elections. No
contributions and earnings thereon shall be held in the short-
term investment fund longer than the following accounting date.
Termination of the plan
The Company anticipates and believes that the Plan will continue
without interruption, but reserves the right to discontinue the
Plan at any time. If the Plan is terminated, the assets of the
Plan shall be allocated among participants and beneficiaries in
accordance with the applicable provisions of ERISA.
<PAGE>
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Basis of accounting
The financial statements of the Plan are presented on the accrual
basis of accounting. Accordingly, investment income is
recognized when earned and expenses are recognized when incurred.
Investment valuation
Mutual fund investments are valued at the last reported sales
prices on the last business day of the year. Fixed investment
contracts and pooled investment funds are valued at contract
values plus accrued interest, which approximates market values.
The Company's common stock is valued at the closing price on the
last business day of the year. The sum of realized gains and
losses and the net change in unrealized appreciation or
depreciation in the fair value of investments is presented in the
Statement of Changes in Net Assets Available for Benefits as net
appreciation or depreciation in fair value of investments.
Administrative expenses
Investment manager expenses for the fixed income fund are paid by
the Plan. The investment manager expenses for the fixed income
fund for the year ended December 31, 1995 and 1994 were $12,208
and $28,703, respectively. All other administrative expenses are
paid by the Company.
Payments to withdrawing participants
The Plan records payments to withdrawing participants at the time
of disbursement, in accordance with generally accepted accounting
principles. Under the rules for preparation of its Form 5500,
the Plan reflects an accrual for the amount to be paid to
participants who have withdrawn from the Plan prior to year end.
Amounts payable to participants at December 31, 1995 and 1994
were $1,419,808 and $2,244,219, respectively.
The following is a reconciliation of net assets available for
benefits per the financial statements to the Form 5500:
<PAGE>
December 31,
1995 1994
_____________ _____________
Net assets available for
benefits per the financial
statements $126,620,825 $112,339,040
Amounts payable to
withdrawing participants (1,419,808) (2,244,219)
_____________ _____________
Net assets available for
benefits per the Form 5500 $125,201,017 $110,094,821
============= =============
The following is a reconciliation of benefits paid to
participants per the financial statements to the Form 5500:
Year ended December 31,
1995 1994
___________ ___________
Benefits paid to participants
per the financial statements $9,258,743 $7,340,490
Add: Amounts payable to
withdrawing participants at
December 31, 1995 and 1994 1,419,808 2,244,219
Less: Amounts payable to
withdrawing participants
at December 31, 1994 and 1993 (2,244,219) (1,547,769)
___________ ___________
Benefits paid to participants
per the Form 5500 $8,434,332 $8,036,940
=========== ===========
Use of Estimates
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the amounts reported
in the financial statements and related notes to the financial
statements. Changes in such estimates may affect amounts
reported in future periods.
NOTE 3 - PLAN MERGER:
Effective July 1, 1994, the Stone Container Corporation Employee
Stock Ownership Plan (the ESOP) merged into the Plan. At that
time, participants of the ESOP became participants of the Plan
and the ESOP was terminated. The net assets of the ESOP,
comprised entirely of Stone Container Corporation common stock,
were transferred to the Plan's company stock fund in the third
quarter of 1994.
<PAGE>
NOTE 4 - TAX STATUS OF THE PLAN:
The Internal Revenue Service has determined and informed the
Company by letter dated March 29, 1996 that the Plan is designed
in accordance with the applicable sections of the Internal
Revenue Code (IRC). The Plan administrator and the Plan's tax
counsel believe that the Plan is designed and is currently being
operated in compliance with the applicable requirements of the
IRC. Therefore, no provision for income taxes has been included
in the Plan's financial statements.
NOTE 5 - SIGNIFICANT INVESTMENTS:
Investments with fair values in excess of 5% of net assets
available for benefits at either December 31, 1995 or 1994 were:
1995 1994
____________ ____________
Stone Container Corporation
Common Stock $18,813,957 $22,709,681
Participation in Neuberger &
Berman Guardian Fund 12,854,892 8,674,094
Participation in American
Balanced Fund, Inc. 13,462,912 7,885,154
Participation in American
Mutual Fund, Inc. 11,023,750 7,377,628
Participation in Vanguard
U.S. Growth Fund 11,501,281 7,361,226
Hawaiian Trust Co.
Pooled GIC Fund 10,151,531 9,804,664
At December 31, 1995 and 1994, the Plan held 1,308,797 and
1,307,032 shares of the Company's common stock, respectively.
The following table presents changes in the net appreciation or
depreciation in fair value of investments (including gains and
losses on investments sold during the year and unrealized gains
and losses on investments purchased and held during the year)
held by the Plan for the years ended December 31, 1995 and 1994.
1995 1994
____________ ____________
Common Stock ($4,431,028) $8,513,208
Mutual Funds 7,589,020 (545,461)
____________ ____________
Net appreciation in fair
value of investments $3,157,992 $7,967,747
============ ============
NOTE 6 - CONFEDERATION LIFE
The Plan maintains insurance contracts with Confederation Life
Insurance Company (Confederation Life). These contracts are held
as investments in the fixed income fund. The investment contracts
with Confederation Life held as of December 31, 1995 were:
Original Original
Carrying Crediting Maturity
Value Rate Date
Confederation Life #62630 $1,201,371 7.68% 1/31/97
Confederation Life CIC #62618 1,199,497 7.45% 2/19/97
Confederation Life #62639 1,198,565 7.72% 9/26/96
Confederation Life #62640 1,199,649 7.76% 11/26/96
___________
$4,799,082
===========
In August 1994, following the placement of Confederation Life's
Canadian operations under the regulatory control of the Canadian
government, Michigan insurance regulators filed an order of
rehabilitation against the U.S. Branch of Confederation Life.
Michigan insurance regulators are working with Canadian
authorities in supervising the rehabilitation, however, a plan
has not been finalized.
In response to the seizure of Confederation Life, the Plan ceased
accruing interest on the investments effective August 31, 1994,
resulting in approximately $495,916 of unaccrued interest for the
period from September 1, 1994 through December 31, 1995. The
contracts were not segregated from the fixed income fund and
participants continue to have the right to make contributions,
transfers and withdrawals to and from this fund.
The carrying values of the Confederation Life contracts in the
accompanying financial statements reflect the principal amount of
the contracts plus accrued interest through the end of the month
during which Confederation Life was taken over by the U.S. and
Canadian regulators. These carrying values represent an estimate
of the final recovery values of these contracts, based on the
financial information available, historical precedents and
discussions of likely outcomes with regulators and industry
representatives. However, Confederation Life's final
rehabilitation plan may result in a reduction in the principal
amount of the contract and/or a reduction in the related interest
accrual.
<PAGE>
<TABLE>
NOTE 7 - INFORMATION BY FUND:
The following statements present net assets available for benefits and changes
in net assets available for benefits with fund information as of and for the
years ended December 31, 1995 and 1994:
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1995
<CAPTION>
FIXED COMPANY STOCK
INCOME FUND EQUITY FUND FUND
____________ ____________ ____________
<S> <C> <C> <C>
Cash and cash equivalents $ 2,350,970 $ 117,554 $ 76,521
Fixed investment contracts 43,968,431 - -
Pooled investment funds 11,576,430 - -
Mutual funds - 35,379,925 -
Common stock - - 18,813,957
____________ ____________ ____________
Total investments 57,895,831 35,497,479 18,890,478
Contributions receivable:
Employee 1,799 1,305 769
Employer 220,493 150,868 81,632
Due from broker 2,473 941,357 -
Accrued income 8,292 715 464
Transfer due from (to)
associated funds (2,826,452) 1,721,720 (309,439)
____________ ____________ ____________
Total assets 55,302,436 38,313,444 18,663,904
____________ ____________ ____________
Due to broker 2,473 941,357 -
Other liabilities - - -
____________ ____________ ____________
Total liabilities 2,473 941,357 -
Net assets available for
benefits $55,299,963 $37,372,087 $18,663,904
============ ============ ============
</TABLE>
<PAGE>
<TABLE>
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1995
(Continued)
<CAPTION>
MONEY MARKET BALANCED
FUND FUND TOTAL
_________ ____________ ____________
<S> <C> <C> <C>
Cash and cash equivalents $268,567 $ 54,947 $ 2,868,559
Fixed investment contracts - - 43,968,431
Pooled investment funds - - 11,576,430
Mutual funds - 13,462,912 48,842,837
Common stock - - 18,813,957
_________ ____________ ____________
Total investments 268,567 13,517,859 126,070,214
Contributions receivable:
Employee - 667 4,540
Employer - 81,561 534,554
Due from broker - - 943,830
Accrued income 1,661 385 11,517
Transfer due from (to)
associated funds - 1,414,171 -
_________ ____________ ____________
Total assets 270,228 15,014,643 127,564,655
_________ ____________ ____________
Due to broker - - 943,830
Other liabilities - - -
_________ ____________ ____________
Total liabilities - - 943,830
_________ ____________ ____________
Net assets available for
benefits $270,228 $15,014,643 $126,620,825
========= ============ =============
</TABLE>
<PAGE>
<TABLE>
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1994
<CAPTION>
FIXED COMPANY STOCK
INCOME FUND EQUITY FUND FUND
____________ ____________ ____________
<S> <C> <C> <C>
Cash and cash equivalents $ 1,600,752 $ - $ 43,228
Fixed investment contracts 44,725,731 - -
Pooled investment funds 11,145,294 - -
Mutual funds - 23,412,948 -
Common stock - - 22,709,681
____________ ____________ ____________
Total investments 57,471,777 23,412,948 22,752,909
Contributions receivable:
Employee 2,052 1,093 818
Employer 242,245 128,227 67,631
Due from broker - 109,345 -
Accrued income 3,996 46,678 129
Transfer due from (to)
associated funds (1,703,776) (722,527) 2,478,834
____________ ____________ ____________
Total assets 56,016,294 22,975,764 25,300,321
____________ ____________ ____________
Due to broker - 153,496 43,226
Other liabilities - 2,362 -
____________ ____________ ____________
Total liabilities - 155,858 43,226
____________ ____________ ____________
Net assets available for
benefits $56,016,294 $22,819,906 $25,257,095
============ ============ ============
</TABLE>
<PAGE>
<TABLE>
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1994
(Continued)
<CAPTION>
MONEY MARKET BALANCED
FUND FUND TOTAL
_________ ___________ _____________
<S> <C> <C> <C>
Cash and cash equivalents $333,585 $ - $ 1,977,565
Fixed investment contracts - - 44,725,731
Pool investment funds - - 11,145,294
Mutual funds - 7,885,154 31,298,102
Common stock - - 22,709,681
_________ ___________ _____________
Total investments 333,585 7,885,154 111,856,373
Contributions receivable:
Employee 699 4,662
Employer - 77,313 515,416
Due from broker - - 109,345
Accrued income 1,509 16 52,328
Transfer due from (to)
associated funds - (52,531) -
_________ ___________ _____________
Total assets 335,094 7,910,651 112,538,124
_________ ___________ _____________
Due to broker - - 196,722
Other liabilities - - 2,362
_________ ___________ _____________
Total liabilities - - 199,084
_________ ___________ _____________
Net assets available for
benefits $335,094 $7,910,651 $112,339,040
========= =========== =============
</TABLE>
<PAGE>
<TABLE>
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1995
<CAPTION>
FIXED COMPANY STOCK
INCOME FUND EQUITY FUND FUND
____________ ____________ ____________
<S> <C> <C> <C>
Source of assets:
Contributions:
Employee $ 5,523,398 $ 3,468,127 $ 2,219,986
Employer 220,491 150,869 81,632
Interest and dividend
income 3,643,235 1,835,968 430,619
Transfers from
(to) associated funds (5,363,542) 4,941,178 (2,965,335)
Net appreciation
(depreciation) in fair
value of investments - 6,135,899 (4,431,028)
Other 85,357 2,262 19,308
____________ ____________ ____________
4,108,939 16,534,303 (4,644,818)
____________ ____________ ____________
Application of assets:
Participant withdrawals 4,788,051 1,982,122 26,252
Common stock distributed
to participants - - 1,922,121
Other 37,219 - -
____________ ____________ ____________
4,825,270 1,982,122 1,948,373
____________ ____________ ____________
Increase (decrease) in net
assets available for
benefits (716,331) 14,552,181 (6,593,191)
Net assets available for
benefits:
Beginning of period 56,016,294 22,819,906 25,257,095
____________ ____________ ____________
End of period $55,299,963 $37,372,087 $18,663,904
============ ============ ============
</TABLE>
<PAGE>
<TABLE>
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1995
(Continued)
<CAPTION>
MONEY MARKET BALANCED
FUND FUND TOTAL
_________ ____________ _____________
<S> <C> <C> <C>
Source of assets:
Contributions:
Employee $ - $ 1,858,060 $ 13,069,571
Employer - 81,562 534,554
Interest and dividend
income 22,293 839,788 6,771,903
Transfers from
(to) associated funds (14,518) 3,402,217 -
Net appreciation
(depreciation) in fair
value of investments - 1,453,121 3,157,992
Other - - 106,927
_________ ____________ _____________
7,775 7,634,748 23,640,947
_________ ____________ _____________
Application of assets:
Participant withdrawals 9,857 530,340 7,336,622
Common stock distributed
to participants - - 1,922,121
Other 62,784 416 100,419
_________ ____________ _____________
72,641 530,756 9,359,162
_________ ____________ _____________
Increase (decrease) in net
assets available for
benefits (64,866) 7,103,992 14,281,785
Net assets available for
benefits:
Beginning of period 335,094 7,910,651 112,339,040
_________ ____________ _____________
End of period $270,228 $15,014,643 $126,620,825
========= ============ =============
</TABLE>
<PAGE>
<TABLE>
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1994
<CAPTION>
FIXED COMPANY STOCK
INCOME FUND EQUITY FUND FUND
____________ ____________ ____________
<S> <C> <C> <C>
Source of assets:
Contributions:
Employee $ 5,505,223 $ 3,276,336 $ 1,670,639
Employer 261,932 121,391 62,310
Interest and dividend
income 3,613,947 645,375 3,674
Transfers from
(to) associated funds (1,323,288) (1,532,150) 3,409,066
Transfers of assets from
other plans - - 2,435,975
Net appreciation
(depreciation) in fair
value of investments 79,408 (277,564) 8,513,208
____________ ____________ ____________
8,137,222 2,233,388 16,094,872
____________ ____________ ____________
Application of assets:
Participant withdrawals 4,963,930 1,517,059 5,881
Common stock distributed
to participants - - 578,094
Other 30,120 167,056 (100,493)
____________ ____________ ____________
4,994,050 1,684,115 483,482
____________ ____________ ____________
Increase (decrease) in net
assets available for
benefits 3,143,172 549,273 15,611,390
Net assets available for
benefits:
Beginning of period 52,873,122 22,270,633 9,645,705
____________ ____________ ____________
End of period $56,016,294 $22,819,906 $25,257,095
============ ============ ============
</TABLE>
<PAGE>
<TABLE>
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1994
(Continued)
<CAPTION>
MONEY MARKET BALANCED
FUND FUND TOTAL
_________ ____________ _____________
<S> <C> <C> <C>
Source of assets:
Contributions:
Employee $ - $ 1,546,712 $ 11,998,910
Employer - 69,783 515,416
Interest and dividend
income 14,315 340,307 4,617,618
Transfers from
(to) associated funds 6,718 (560,346) -
Transfers, of assets from
other plans - - 2,435,975
Net appreciation
(depreciation) in fair
value of investments - (347,305) 7,967,747
_________ ____________ _____________
21,033 1,049,151 27,535,666
_________ ____________ _____________
Application of assets:
Participant withdrawals 44,339 231,187 6,762,396
Common stock distributed
to participants - - 578,094
Other 638 12 97,333
_________ ____________ _____________
44,977 231,199 7,437,823
_________ ____________ _____________
Increase (decrease) in net
assets available for
benefits (23,944) 817,952 20,097,843
Net assets available for
benefits:
Beginning of period 359,038 7,092,699 92,241,197
_________ ____________ _____________
End of period $335,094 $ 7,910,651 $112,339,040
========= ============ =============
</TABLE>
<PAGE>
SCHEDULE I
PAGE 1 OF 3
STONE CONTAINER CORPORATION
DEFERRED INCOME SAVINGS PLAN
ASSETS HELD FOR INVESTMENT
AS OF DECEMBER 31, 1995 (Items 27a of Form 5500)
Description
Identity of Issue of Investments Cost Current Value
______________________ __________________ ___________ _____________
*Stone Container
Corporation Common Stock $19,409,778 $18,813,957
Participation in
American Mutual
Fund Inc. Mutual Fund 9,800,141 11,023,751
Participation in
Neuberger & Berman
Guardian Fund Mutual Fund 9,447,217 12,854,893
Participation in
Vanguard World
Fund U.S. Mutual Fund 8,585,539 11,501,281
Participation in
American Balanced
Fund Mutual Fund 12,412,520 13,462,912
Participation in GIC
Institutional Pooled Investment
Investment Fund Fund 1,203,640 1,424,898
Hawaiian Trust Co. Pooled Investment
Pooled GIC Fund Fund 9,941,374 10,151,532
Group Annuity Contract
Life of Virginia
#G5-2856 Insurance Contract 2,109,163 2,109,163
Confederation Life
GIC #62618 7.45%
Compounded due
2-19-97 Insurance Contract 1,199,497 1,199,497
Protective Life
Insurance GIC #GA-651
7.20% due 6-19-97 Insurance Contract 1,359,937 1,359,937
<PAGE>
SCHEDULE I
PAGE 2 OF 3
Identity of Issue of Investments Cost Current Value
______________________ __________________ ___________ _____________
Allstate GIC
GA-5278 7.40%
due 4-10-97 Insurance Contract $ 1,969,392 $ 1,969,392
Commonwealth Life
ADA-00436FR 7.10%
due 3-10-97 Insurance Contract 1,850,169 1,850,169
Group Annuity Contract
Transamerica Oxy
#51257 Insurance Contract 2,111,112 2,111,112
Ohio National Life
GA-5430 7.14% due
2-9-96 Insurance Contract 1,300,602 1,300,602
Ohio National Life
GA-5431 7.26% due
4-10-96 Insurance Contract 1,306,162 1,306,162
Confederation Life
#62630 7.68% due
1-31-97 Insurance Contract 1,201,371 1,201,371
Life of Virginia
GS-2557 7.29% due
5-10-97 Insurance Contract 1,961,711 1,961,711
Group Annuity Contract
New York Life
#GA30056 Insurance Contract 1,586,475 1,586,475
Principal Mutual
#4-2280 7.20% due
4-10-97 Insurance Contract 1,955,140 1,955,140
Protective Life
GA-666 due 6-26-97 Insurance Contract 2,066,583 2,066,583
Confederation Life
#62639
due 9-26-96 Insurance Contract 1,198,565 1,198,565
Confederation Life
#62640
due 11-26-96 Insurance Contract 1,199,649 1,199,649
<PAGE>
SCHEDULE I
PAGE 3 OF 3
Identity of Issue of Investments Cost Current Value
______________________ __________________ ___________ _____________
State Mutual Life
GA-91990-A-2 6.06% Insurance Contract $ 601,221 $ 601,221
State Mutual Life
GA-91990-A-3 6.35% Insurance Contract 1,203,604 1,203,604
Prudential Insurance
Co. GA-7561-211 6.19% Insurance Contract 2,094,127 2,094,127
Life Insurance Co. of
Georgia GA-303-STN
6.45% 2-19-88 Insurance Contract 2,404,250 2,404,250
Sun Life Assurance
Contract #S-0858-G
5.89% Insurance Contract 2,346,127 2,346,127
Metropolitan Life
Insurance GAC 20070
6.85% due 6-30-99 Insurance Contract 1,884,291 1,884,291
New York Life
GIC GA-30056 Insurance Contract 2,739,978 2,739,978
Continental Assurance
Company Insurance Contract 2,171,294 2,171,293
Transamerica Occidental
6.3% 11-27-98 Insurance Contract 2,041,263 2,041,263
Commonwealth Life
ADA - 00736FR
7.22% 9-16-96 Insurance Contract 2,106,749 2,106,749
*Banker's Trust Pyramid
Discretionary Cash Fund Cash Equivalents 268,568 268,568
*Banker's Trust Pyramid
Directed Account
Cash Fund Cash Equivalents 2,599,991 2,599,991
____________ ____________
$117,637,200 $126,070,214
============ ============
* Party in interest
<PAGE>
SCHEDULE II
STONE CONTAINER CORPORATION
DEFERRED INCOME SAVINGS PLAN
SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1995 (ITEM 27d OF FORM 5500)
Description
of asset
(include interest)
Identity rate and
of party maturity in Purchase Selling Lease
involved case of loan) price price rental
______________ _________________ ____________ _____________ ___________
Harris Trust Collective
and Saving Investment
Bank Fund $11,931,218 -- --
Harris Trust Collective
and Saving Investment
Bank Fund -- $13,908,783 --
Bankers Trust BT Pyramid
Company Directed Account
Cash Fund 26,887,609 -- --
Bankers Trust BT Pyramid
Company Directed Account
Cash Fund -- 24,287,618 --
<PAGE>
SCHEDULE II
STONE CONTAINER CORPORATION
DEFERRED INCOME SAVINGS PLAN
SCHEDULE OF REPORTABLE TRANSACTION
FOR THE YEAR ENDED DECEMBER 31, 1995 (ITEM 27d OF FORM 5500)
(Continued)
Current value
Identity Expense of asset on
of party incurred with Cost of transaction Net gain
involved transaction asset date or (loss)
______________ _________________ ____________ ___________ ___________
Harris Trust
and Saving
Bank -- -- $11,931,218 --
Harris Trust
and Saving
Bank -- $13,908,783 13,908,783 --
Bankers Trust
Company -- -- 26,887,609 --
Bankers Trust
Company -- 24,287,618 24,287,618 --
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustee and administrators of the plan have duly caused this annual report to
be signed on its behalf by the undersigned hereunto duly authorized.
STONE CONTAINER CORPORATION DEFERRED INCOME SAVINGS PLAN
By: THOMAS P. CUTILLETTA June 27, 1996
Thomas P. Cutilletta
Senior Vice President, Administration
and Corporate Controller
EXHIBIT 23
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-33784) of Stone Container Corporation of
our report dated June 14, 1996 appearing on page 1 of the Annual Report
of the Stone Container Corporation Deferred Income Savings Plan on Form
11-K for the year ended December 31, 1995.
PRICE WATERHOUSE
Chicago, Illinois
June 27, 1996
