CROWN PAPER CO
8-K, 1998-05-11
PAPER MILLS
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<PAGE>
 
                       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)    May 5, 1998
                                                            -----------
                                        


                                CROWN PAPER CO.
                                ---------------
             (Exact name of registrant as specified in its charter)



    Virginia                          33-93494                   54-1752385
- --------------------------------------------------------------------------------
(State or other jurisdiction        (Commission                (IRS Employer
     of incorporation)              File Number)             Identification No.)



      300 Lakeside Drive, Oakland CA                       94612-3592
- --------------------------------------------------------------------------------
 (Address of principal executive offices)                  (Zip Code)
 


      Registrant's telephone number, including area code    (510) 874-3400
                                                            --------------



                                  Not Applicable
- --------------------------------------------------------------------------------
         (Former name or former address, if changed since last report)
<PAGE>
 
ITEM 5.  OTHER EVENTS.

On May 5, 1998, Crown Paper Co.'s parent (Crown Vantage Inc.) announced its
intention to explore separating its specialty papers business from its St.
Francisville, La. pulp and paper mill, including the possible divestiture of the
St. Francisville facility in a transaction that would result in a significant
reduction of debt, including repurchase of Crown Vantage Inc.'s Pay-in-Kind
Notes held by Fort James Corporation.    The specialty papers businesses include
packaging and converting papers and uncoated printing and publishing papers.


Forward-Looking Statements Within the Context of the Private Securities
- -----------------------------------------------------------------------
Litigation Reform Act of 1995
- -----------------------------

The statements above contain certain forward looking statements reflecting the
company's current intent to engage in a transaction that allows for the
repurchase of the company's pay-in-kind notes and additional pay-down of its
debt. There is no assurance that the company will be successful in structuring
a transaction of the type described, that it will locate a third party or
parties willing to engage in such a transaction, or that it will successfully
or in a timely manner conclude any such transaction. Among other things, the
company may determine to pursue an alternative transaction or to cease
pursuing any such transactions based on circumstances and future developments.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.
 
        (c)    Exhibits

        Exhibit No.                              Description
- ----------------------------    ------------------------------------------------
 
          None                   None



                                   SIGNATURES

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


                                                   CROWN PAPER CO.
 
 
May 11, 1998                                    /s/ Michael J. Hunter
                                      ----------------------------------------
                                                   Michael J. Hunter
                                      Vice President, Chief Accounting Officer


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