SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark one) [X] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 [Fee Required] For the fiscal year ended December 27, 1993 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 1-5057 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: BOISE CASCADE CORPORATION SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN B. Name of the issuer of the securities held pursuant to the plan and the address of its principal executive office: BOISE CASCADE CORPORATION P.O. Box 50 One Jefferson Square Boise, Idaho 83728-0001 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Board of Directors of Boise Cascade Corporation: We have audited the accompanying combined statements of plan equity and net assets available for plan benefits of the Boise Cascade Corporation Savings and Supplemental Retirement Plan as of December 27, 1993, 1992, and 1991, and the related combined statements of changes in plan equity and net assets available for plan benefits for the years then ended. These financial statements and the schedules referred to below are the responsibility of Boise Cascade Corporation. Our responsibility is to express an opinion on these financial statements 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 signifi- cant 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 combined financial position of the Boise Cascade Corporation Savings and Supplemental Retirement Plan as of December 27, 1993, 1992, and 1991, and the combined changes in plan equity and net assets available for plan benefits for the years then ended 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 I, II, III, IV, and V 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 Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 and/or the Securities and Exchange Commission rules and regulations under the Securities Exchange Act of 1934. Such schedules 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. Boise, Idaho June 14, 1994 ARTHUR ANDERSEN & CO. BOISE CASCADE CORPORATION SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN COMBINED STATEMENTS OF PLAN EQUITY AND NET ASSETS AVAILABLE FOR PLAN BENEFITS (Note 3) December 27 1993 1992 1991 Assets Investments, at current value (Note 1) $772,829,498 $738,688,783 $728,198,921 Cash (Note 1) 2,053,536 102,821 36,786 Short-term securities at cost, which approximates market 153,070 458,684 670,000 Company contributions receivable 14,253,301 14,304,554 11,688,763 Interest and dividends receivable 10,985,610 10,754,567 11,366,418 Due from participants 760 6,970 - Due from other of the Plan's funds 31,149 260 28,095 Accounts receivable - - 13,443 Other - 713 1,982 ____________ ____________ ____________ 800,306,924 764,317,352 752,004,408 ____________ ____________ ____________ Liabilities ESOP loan (Notes 1 and 2) 260,839,000 275,058,000 285,678,000 Interest payable on ESOP loan (Note 2) 10,888,013 11,689,965 12,141,315 Due to participants 131,895 28,396 7,533 Investment management fees due 79,229 60,927 49,593 Due to other of the Plan's funds 31,149 260 28,095 Accounts payable - - 351,004 Due to Company - - 18,055 Other 29 - 1,055 ____________ ____________ ____________ 271,969,315 286,837,548 298,274,650 ____________ ____________ ____________ Plan equity and net assets available for plan benefits at end of the year $528,337,609 $477,479,804 $453,729,758 Plan equity consists of the following: Participants' equity $548,909,675 $494,751,010 $468,716,968 Equity allocated to participants more than ESOP loan payments (Note 2) (20,572,066) (17,271,206) (14,987,210) ____________ ____________ ____________ $528,337,609 $477,479,804 $453,729,758 The accompanying notes are an integral part of these Financial Statements. BOISE CASCADE CORPORATION SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN COMBINED STATEMENTS OF CHANGES IN PLAN EQUITY AND NET ASSETS AVAILABLE FOR PLAN BENEFITS (Note 3) Year Ended December 27 1993 1992 1991 Plan equity and net assets provided by (used for) Investment income Interest income $ 27,464,901 $ 29,453,851 $ 31,241,871 Dividend income and mutual fund distributions 28,062,642 24,523,074 25,645,944 Contributions Participants' contributions 18,377,895 18,397,315 19,359,039 Company contributions 15,546,089 15,096,162 12,692,035 Forfeitures (Note 1) (521) (3,503) (53,512) Appreciation (depreciation) of investments, net (Note 1) 5,944,162 602,395 (4,237,626) Interest expense on ESOP loan (Note 2)(22,010,029) (23,379,930) (24,282,630) Amounts transferred from other plans (Note 1) 1,376,571 411,362 335,441 Payments to participants (Note 1) (23,903,905) (41,350,680) (21,900,534) ____________ ____________ ____________ Increase in plan equity and net assets 50,857,805 23,750,046 38,800,028 Plan equity and net assets available for plan benefits at Beginning of the year 477,479,804 453,729,758 414,929,730 ____________ ____________ ____________ End of the year $528,337,609 $477,479,804 $453,729,758 The accompanying notes are an integral part of these Financial Statements. BOISE CASCADE CORPORATION SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN NOTES TO FINANCIAL STATEMENTS 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES PLAN DESCRIPTION. The Boise Cascade Corporation Savings and Supplemental Retirement Plan (the "Plan") is a defined contribution plan and is administered by Boise Cascade Corporation. At December 27, 1993, 6,007 U.S. salaried employees and 2,586 former salaried employees of Boise Cascade Corporation and its U.S. subsidiaries (collectively the "Company") were participating in the Plan. Participants who are employees of the Company may contribute to the Plan in whole percentages of their compensation for each pay period. Subject to limitations set forth in the Internal Revenue Code (the "Code"), the maximum amount that may be contributed by employees is 16% of their compensation. The Plan provides that participants may contribute to the Plan in accordance with Section 401(k) of the Code. These participants defer income taxes by reducing their current taxable income for federal and most state income tax purposes by the amount of their contributions. The contributions, including associated net earnings on investments, become subject to taxation at the time the participant withdraws them from the Plan (see Note 4). Participants may also elect to contribute to the Plan without deferring income taxes on amounts contributed. Taxation of net earnings on such contributions is deferred until the earnings are distributed from the Plan. Participants may make pretax and after-tax contributions. Participants' contributions are recorded in either a "Deferred Earnings Account" or a "Current Earnings Account" as appropriate. The Company also contributes to the Plan pursuant to an Employee Stock Ownership Plan (the "ESOP"). On July 10, 1989, the Plan acquired 6,745,347 shares of Boise Cascade Corporation Series D Convertible Preferred Stock (the "Preferred Stock") for $303,541,000 using proceeds from loans made or guaranteed by the Company (see Note 2). Preferred Stock, or the Company's $2.50 par value common stock (the "Common Stock") into which the Preferred Stock may be converted (together the "Shares"), are allocated to participants' accounts in accordance with the terms of the ESOP. A monthly allocation is made to each eligible participant's individual ESOP account that is equal in value at the time made to 70% of the participant's contribution to the Plan (up to a maximum contribution by the participant of 6% of the participant's compensation). An annual allocation may also be made that is based on the period of time the participant has been employed by the Company. To be eligible for this service allocation, the participant must be an employee of the Company on December 2 of that Plan year. A dividend replacement allocation is made that is equal in value at the time made to the last dividend paid on Shares that had been credited to each participant's individual ESOP account on the record date for the dividend payment. INVESTMENTS. At December 27, 1993, the Plan had investment funds consisting of: a Fixed Income Fund that invests in contracts with banks, insurance companies, and other organizations that provide a fixed or variable interest rate; a Diversified Common Stock Fund that invests primarily in mutual funds that invest in common stocks or securities that are convertible into common stocks; a Boise Cascade Corporation Common Stock Fund that invests primarily in the Company's Common Stock; a Money Market Fund that invests in various types of money market securities; and an ESOP Fund that invests primarily in Shares of the Company. The Plan also had a Participants' Loan Fund (see Note 3). Investments in these funds are made in accordance with guidelines in the Master Trust Agreement for Defined Contribution Plans between State Street Bank and Trust Company, as trustee, and the Company (the "Trust"). Except for contributions to the ESOP that can be made solely by the Company, the trustee invests the participant's accounts among the remaining funds as directed by each participant. The cash on the Combined Statements of Plan Equity and Net Assets Available for Plan Benefits at December 27, 1993, resulted primarily from participants' contributions made to the Plan at year- end. The contributions were subsequently sent to State Street Bank and Trust to be invested in the various funds of the Plan. The following table sets forth rates of return experienced by each of the Plan's funds for the periods indicated: Year Ended December 27 1993 1992 1991 Fixed Income Fund (1) Blended rate 7.40% 8.30% 8.91% 1988 generation 8.95 8.99 8.98 Diversified Common Stock Fund 9.16 (1.06) 46.53 Boise Cascade Corporation Common Stock Fund 18.14 7.48 (20.66) Money Market Fund 2.58 3.16 5.58 Employee Stock Ownership Fund 7.51 7.51 7.51 (1) Commencing in 1989, the Fixed Income Fund of the Plan began partici- pating in a pooled investment fund that invested primarily in investment contracts issued by insurance companies and banks. The return received by that pooled fund varies in response to prevailing market conditions at the time the investments were made. Prior to 1989, investments were made under annual contracts issued by insurance companies that had assured rates of return for the year of contribution and five subsequent years (a generation). The assured minimum rate of return was 8.95% for the 1988 generation. The Fixed Income Fund is reported at contract value in the accompanying financial statements. The estimated fair value of the fund, based on current interest rates for similar investments with like maturities, is approximately $14.8 million greater than the amount reported. The detail of the investments of each fund is as follows: Shares Held Current at the End Cost of Value at End of the Period Each Item of the Period 1993 Fixed Income Fund Prudential Asset Management Company, Inc. $ 74,054,666 $ 74,054,666 State Street Bank and Trust Company (Pooled Investments) 291,737,766 291,737,766 ____________ ____________ $365,792,432 $365,792,432 Diversified Common Stock Fund Twentieth Century Investors, Inc. Growth Fund 1,000,320 $ 20,187,697 $ 22,517,200 Select Fund 564,057 21,432,514 22,285,882 ____________ ____________ $ 41,620,211 $ 44,803,082 Boise Cascade Corporation Common Stock Fund 2,441,557 $ 66,503,648 $ 59,207,757 Money Market Fund Eaton Vance Cash Management Fund $ 2,053,500 $ 2,053,500 Employee Stock Ownership Fund Suspense Account 5,032,541 $226,464,333 $226,464,333 Issued and Allocated Account 1,364,740 61,413,284 61,413,284 ____________ ____________ $287,877,617 $287,877,617 Participants' Loan Fund $ 13,095,110 $ 13,095,110 1992 Fixed Income Fund Prudential Asset Management Company, Inc. $127,145,848 $127,145,848 State Street Bank and Trust Company (Pooled Investments) 219,196,115 219,196,115 ____________ ____________ $346,341,963 $346,341,963 Diversified Common Stock Fund Twentieth Century Investors, Inc. Growth Fund 730,817 $ 13,523,757 $ 17,802,692 Select Fund 456,164 16,636,065 17,813,208 ____________ ____________ $ 30,159,822 $ 35,615,900 Boise Cascade Corporation Common Stock Fund 2,398,557 $ 66,252,647 $ 50,969,336 Money Market Fund Eaton Vance Cash Management Fund $ 2,140,143 $ 2,140,143 Employee Stock Ownership Fund Suspense Account 5,491,987 $247,139,415 $247,139,415 Issued and Allocated Account 985,699 44,356,474 44,356,474 ____________ ____________ $291,495,889 $291,495,889 Participants' Loan Fund $ 12,125,552 $ 12,125,552 Shares Held Current at the End Cost of Value at End of the Period Each Item of the Period 1991 Fixed Income Fund Prudential Asset Management $171,821,461 $171,821,461 Company, Inc. State Street Bank and Trust Company (Pooled Investments) 173,364,958 173,364,958 ____________ ____________ $345,186,419 $345,186,419 Diversified Common Stock Fund Twentieth Century Investors, Inc. Growth Fund 646,139 $ 10,532,500 $ 16,030,704 Select Fund 341,222 11,709,105 15,047,869 ____________ ____________ $ 22,241,605 $ 31,078,573 Boise Cascade Corporation Common Stock Fund 1,913,179 $ 56,670,198 $ 38,263,580 Money Market Fund Eaton Vance Cash Management Fund $ 2,366,229 $ 2,366,229 Employee Stock Ownership Fund Suspense Account 5,919,426 $266,374,170 $266,374,170 Issued and Allocated Account 753,070 33,888,161 33,888,161 ____________ ____________ $300,262,331 $300,262,331 Participants' Loan Fund $ 11,041,789 $ 11,041,789 The following schedule sets forth the number of employee participants making contributions to the Plan's investment funds: Number of Employee Participants Making Contributions at December 27 Title of Fund 1993 1992 1991 Fixed Income Fund 2,187 2,426 3,245 Diversified Common Stock Fund 482 377 304 Boise Cascade Corporation Common Stock Fund 247 289 313 Money Market Fund 46 48 62 Participants contributing to more than one fund 1,752 1,504 1,603 _____ _____ _____ Total 4,714 4,644 5,527 FORFEITURES. Contributions that are made by participants are fully vested at the time they are made. Participants' interest in contributions that the Company has made on their behalf become vested at the earlier of the time the participant reaches age 65, or (pursuant to definitions in the Plan) the participant has made contributions to the Plan for 36 months, or has five years of credited service with the Company. Vesting also occurs upon the death of the participant, if termination of employment occurs due to total disability, or if the Company terminates the Plan. Unvested amounts that have been forfeited will generally be restored to the participant's account if reemployment occurs within a five-year period, as defined by the Plan. Forfeited Company contributions, which were credited to the participants' account prior to July 1, 1989, are returned to the Company and applied to reduce ESOP cash contributions. Forfeited Company contributions, which were credited to the participants' account subsequent to July 1, 1989, may be used to satisfy either future matching, service, or dividend replacement allocations to be paid by the Company. PAYMENTS TO PARTICIPANTS. The Plan pays amounts due to participants who are withdrawing part or all of their interest in the Plan approximately 25 days after the end of the month during which the participant informs the Plan's administrator of his or her intention to make the withdrawal. APPRECIATION (DEPRECIATION) OF INVESTMENTS. Appreciation (depreciation) of investments in the Diversified Common Stock Fund and the Boise Cascade Corporation Common Stock Fund are recognized based on quoted market prices. The cost of any investments sold or distributed is based on average cost. The table shown below sets forth that portion of the total net appreciation (depreciation) that was realized through sale or distribution in each of these funds during the years ended December 27, 1993, 1992, and 1991: Boise Cascade Diversified Corporation Common Common Stock Fund Stock Fund Combined 1993 Current value $4,967,386 $4,078,263 $9,045,649 Average cost 4,190,714 4,624,986 8,815,700 __________ __________ __________ Net appreciation (depreciation) realized $ 776,672 $ (546,723) $ 229,949 1992 Current value $6,138,428 $ 659,514 $6,797,942 Average cost 5,041,629 896,335 5,937,964 __________ __________ __________ Net appreciation (depreciation) realized $1,096,799 $ (236,821) $ 859,978 1991 Current value $2,869,547 $3,394,106 $6,263,653 Average cost 2,291,522 3,923,737 6,215,259 __________ __________ __________ Net appreciation (depreciation) realized $ 578,025 $ (529,631) $ 48,394 The changes in the unrealized portion of the net appreciation (depreciation) of investments during the periods were as follows: Boise Cascade Diversified Corporation Common Common Stock Fund Stock Fund Combined Balance at December 27, 1990 $ 1,415,459 $ (6,699,089) $ (5,283,630) Unrealized net appreciation (depreciation) 7,421,509 (11,707,529) (4,286,020) ____________ ____________ ____________ Balance at December 27, 1991 8,836,968 (18,406,618) (9,569,650) Unrealized net appreciation (depreciation) (3,380,890) 3,123,307 (257,583) ____________ ____________ ____________ Balance at December 27, 1992 5,456,078 (15,283,311) (9,827,233) Unrealized net appreciation (depreciation) (2,273,207) 7,987,420 5,714,213 ____________ ____________ ____________ Balance at December 27, 1993 $ 3,182,871 $ (7,295,891) $ (4,113,020) EXPENSES. The Plan provides that all expenses of administration of the Plan may be paid out of the assets of the Plan. Expenses not paid by the Plan will be paid by the Company. In 1993, the Company paid all administration expenses of the Plan, except for brokerage fees and related taxes on security transactions. Investment management fees incurred by the investment funds of the Plan are paid from the assets of the fund to which they relate. TRANSFERS FROM OTHER PLANS. During the years ended December 27, 1993, 1992, and 1991, certain participants transferred their account balances from other tax-qualified profit sharing/401(k) benefit plans sponsored by previous employers into the Plan. 2. EMPLOYEE STOCK OWNERSHIP FUND The Preferred Stock that the Company sold to the Plan had an issue price of $45 per share, can be converted by the Plan's trustee at any time into Common Stock at a conversion ratio of .80357 share of Common Stock for each share of Preferred Stock, and pays an annual dividend, in semiannual installments, of $3.31875 per share. Subject to certain restrictions prior to June 28, 1993, and at any time thereafter, the Company can redeem the Preferred Stock. The Preferred Stock may not be redeemed for less than the $45 per share liquidation preference. At December 27, 1993, 1992, and 1991, the Preferred Stock was valued by independent appraisers at $45 per share. The Preferred Stock, or the Common Stock into which it may be converted, is held by the trustee in a separate "ESOP Suspense Account" and is pledged as collateral for any remaining unpaid portion of the loan drawn by the trustee to fund the ESOP (the "ESOP Loan"). At December 27, 1993, the ESOP Suspense Account held 5,032,541 shares of Preferred Stock including 3,960 shares that had been allocated to participants in accordance with terms of the ESOP. At December 27, 1992 and 1991, 5,491,987 and 5,919,426 shares of Preferred Stock were held in the ESOP Suspense Account of which 60,404 and 140,162 shares had been allocated to participants. Shares are released from the ESOP Suspense Account as principal and interest payments are made on the ESOP Loan. The number of Shares released from the ESOP Suspense Account in any given year is at least equal to the number of Shares then held in the account multiplied by the ratio of the current prin- cipal and interest payment due on the ESOP Loan for that year divided by the sum of the remaining total principal and interest payments due, including principal and interest due in the current year. Loan payments made on December 28, 1993, 1992, and 1991, resulted in the release of pledged shares that had been allocated to participants at the end of the respective preceding periods. Shares are allocated to participants through an "Issued and Allocated Account". The allocation is based on contributions made by participants and include additional allocations based on the period of time the participant has been employed by the Company and dividend replacements applicable to Shares held in the participant's individual ESOP account. At December 27, 1993, 1992, and 1991, participants' equity in the Plan, as measured by Preferred Stock allocated to them, exceeded the accumulated payments on the ESOP Loan by $20,572,066, $17,271,206 and $14,987,210. Principal and interest on the $295,000,000 loan with institutional investors used to fund the ESOP has been guaranteed by the Company. The Company has also guaranteed certain tax indemnities on the ESOP Loan. The interest rate was 8.4235% in 1993 and 8.5% in 1992 and 1991. The lenders may require prepayment of any outstanding balance subject to the occurrence of events that are described in the loan agreement. The ESOP Loan will be paid by the trustee in installments from a combination of cash contributions by the Company and dividends from the Preferred Stock. 3. LOANS TO PARTICIPANTS Participants who have made contributions to the Plan pursuant to Code Section 401(k) may, subject to the terms of the Plan, apply for loans from the Plan secured by such contributions. Such loans do not constitute withdrawals from the Plan. The "Investments, at current value" account in the Combined Statements of Plan Equity and Net Assets Available for Plan Benefits at December 27, 1993, 1992, and 1991, included $13,095,110, $12,125,552, and $11,041,789 of outstanding loans to Plan participants. The interest rate charged on these loans was 7.5% for 1993, 8% for 1992, and 9% for 1991. Participant loans are reflected in the Combined Statements of Changes in Plan Equity and Net Assets Available for Plan Benefits as follows: Year Ended December 27 1993 1992 1991 Loans initiated, net of repayments and interest $ 545,192 $ 1,027,729 $ 1,355,502 Interest income 1,056,467 1,016,815 939,215 Payments to participants (632,101) (960,781) (325,369) ___________ ___________ ___________ Increase in participants' loans 969,558 1,083,763 1,969,348 Participants' loans: Beginning of the period 12,125,552 11,041,789 9,072,441 ___________ ___________ ___________ End of the period $13,095,110 $12,125,552 $11,041,789 4. FEDERAL INCOME TAXES The Plan obtained its latest determination letter on June 30, 1990, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. As so qualified, the Company is entitled, for federal income tax purposes, to deduct its contributions to the trust fund up to the maximum amount permitted by the Code. The Plan has been amended since receiving the determination letter. The Company believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, the Company believes that the Plan was qualified and the related trust was tax exempt as of the financial statement date. Under the Plan, as so qualified, the Company understands that a participant is not subject to federal income tax on his or her share of employer contri- butions, the appreciation thereon, or the appreciation on the participant's contributions until these amounts are paid to the participant. Schedule I BOISE CASCADE CORPORATION EIN 82-01009 SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN Item 27(a) SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 27, 1993 Description of Investment Including Name of Issue, Borrower, Maturity Date, Rate of Interest, Lessor, or Similar Party Collateral, Par, or Maturity Value Cost Current Value FIXED INCOME FUND Prudential Asset Management Company, Inc. Contract GA-8947, due dates and interest rates variable $ 74,054,666 $ 74,054,666 State Street Bank and Trust Company (1) Pooled Investments 291,737,766 291,737,766 $365,792,432 $365,792,432 DIVERSIFIED COMMON STOCK FUND Twentieth Century Investors, Inc. Growth Fund, 1,000,320 shares $ 20,187,697 $ 22,517,200 Select Fund, 564,057 shares 21,432,514 22,285,882 $ 41,620,211 $ 44,803,082 State Street Bank and Trust Company (1) Short-Term Investment Fund, due dates and interest rates variable $ 50,113 $ 50,113 BOISE CASCADE CORPORATION COMMON STOCK FUND Boise Cascade Corporation (1) Boise Cascade Corporation Common Stock, 2,441,557 shares $ 66,503,648 $ 59,207,757 State Street Bank and Trust Company (1) Short-Term Investment Fund, due dates and interest rates variable $ 102,957 $ 102,957 MONEY MARKET FUND Eaton Vance Cash Management Fund Not applicable $ 2,053,500 $ 2,053,500 EMPLOYEE STOCK OWNERSHIP FUND Boise Cascade Corporation (1) Series D Preferred Stock Suspense Account, 5,032,541 shares $226,464,333 $226,464,333 Issued and Allocated Account, 1,364,740 shares 61,413,284 61,413,284 ____________ ____________ $287,877,617 $287,877,617 PARTICIPANTS' LOAN FUND Boise Cascade Corporation (1) Loans to plan participants, due dates variable, 7.5% interest rate $ 13,095,110 $ 13,095,110 (1) Known party-in-interest. BOISE CASCADE CORPORATION EIN 82-01009 SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN FIXED INCOME FUND SCHEDULE II -- STATEMENTS OF PARTICIPANTS' EQUITY AND NET ASSETS AVAILABLE FOR PLAN BENEFITS December 27 1993 1992 1991 Assets Investments, at current value $365,792,432 $346,341,963 $345,186,419 Cash 1,271,379 74,304 33,467 Due from other of the Plan's funds 3,099 134 25,315 Due from participants 189 1,166 - Other - 687 1,755 ____________ ____________ ____________ 367,067,099 346,418,254 345,246,956 ____________ ____________ ____________ Liabilities Due to participants 131,746 25,749 7,533 Investment management fees due 79,229 60,927 49,593 Due to other of the Plan's funds 3,411 - 2,768 Due to Company - - 17,057 Other - - 904 ____________ ____________ ____________ 214,386 86,676 77,855 ____________ ____________ ____________ Participants' equity and net assets available for plan benefits at end of the year $366,852,713 $346,331,578 $345,169,101 SCHEDULE III -- STATEMENTS OF CHANGES IN PARTICIPANTS' EQUITY AND NET ASSETS AVAILABLE FOR PLAN BENEFITS Year Ended December 27 1993 1992 1991 Participants' equity and net assets provided by (used for) Investment income Interest income $ 26,334,908 $ 28,337,899 $ 30,130,048 Contributions Participants' contributions 11,209,769 11,689,875 13,704,177 Forfeitures (269) (717) (43,434) Transfers between funds 1,048,581 (7,574,560) (112,017) Amounts transferred from other plans 591,898 191,200 220,874 Loans initiated, net of repayments and interest (959,894) (1,480,665) (1,297,314) Payments to participants (17,703,858) (30,000,555) (18,289,269) ____________ ____________ ____________ Increase in participants' equity and net assets 20,521,135 1,162,477 24,313,065 Participants' equity and net assets available for plan benefits at: Beginning of the year 346,331,578 345,169,101 320,856,036 ____________ ____________ ____________ End of the year $366,852,713 $346,331,578 $345,169,101 BOISE CASCADE CORPORATION EIN 82-01009 SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN DIVERSIFIED COMMON STOCK FUND SCHEDULE II -- STATEMENTS OF PARTICIPANTS' EQUITY AND NET ASSETS AVAILABLE FOR PLAN BENEFITS December 27 1993 1992 1991 Assets Investments, at current value $ 44,803,082 $ 35,615,900 $ 31,078,573 Cash 498,500 11,152 251 Short-term securities at cost, which approximates market 50,113 96,125 52,000 Due from participants 91 2,902 - Interest receivable 140 445 123 Due from other of the Plan's funds 3,466 - 1,453 Accounts receivable - - 19 Other - 26 178 ____________ ____________ ____________ 45,355,392 35,726,550 31,132,597 ____________ ____________ ____________ Liabilities Due to other of the Plan's funds 1,594 260 315 Due to participants - 87 - Due to Company - - 546 Other 26 - 102 ____________ ____________ ____________ 1,620 347 963 ____________ ____________ ____________ Participants' equity and net assets available for plan benefits at end of the year $ 45,353,772 $ 35,726,203 $ 31,131,634 SCHEDULE III -- STATEMENTS OF CHANGES IN PARTICIPANTS' EQUITY AND NET ASSETS AVAILABLE FOR PLAN BENEFITS Year Ended December 27 1993 1992 1991 Participants' equity and net assets provided by (used for) Investment income Interest income $ 3,002 $ 3,315 $ 2,790 Dividend income and mutual fund distributions 4,922,700 1,899,741 1,099,979 Contributions Participants' contributions 4,087,707 3,689,445 2,466,794 Forfeitures (82) (169) (4,932) Appreciation (depreciation) of investments, net (1,496,535) (2,284,091) 7,999,534 Transfers between funds 3,416,695 4,543,257 3,145,138 Amounts transferred from other plans 688,598 95,794 59,757 Loans initiated, net of repayments and interest 443,193 251,610 (26,416) Payments to participants (2,437,709) (3,604,333) (1,181,189) ____________ ____________ ____________ Increase in participants' equity and net assets 9,627,569 4,594,569 13,561,455 Participants' equity and net assets available for plan benefits at: Beginning of the year 35,726,203 31,131,634 17,570,179 ____________ ____________ ____________ End of the year $ 45,353,772 $ 35,726,203 $ 31,131,634 BOISE CASCADE CORPORATION EIN 82-01009 SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN BOISE CASCADE CORPORATION COMMON STOCK FUND SCHEDULE II -- STATEMENTS OF PARTICIPANTS' EQUITY AND NET ASSETS AVAILABLE FOR PLAN BENEFITS December 27 1993 1992 1991 Assets Investments, at current value $59,207,757 $50,969,336 $38,263,580 Cash 239,819 16,595 2,678 Short-term securities at cost, which approximates market 102,957 362,559 618,000 Interest and dividends receivable 366,572 640 286,770 Due from participants 379 2,902 - Due from other of the Plan's funds 60 126 1,327 Other - - 49 ___________ ___________ ___________ 59,917,544 51,352,158 39,172,404 ___________ ___________ ___________ Liabilities Due to other of the Plan's funds 26,138 - 25,012 Due to participants 149 52 - Accounts payable - - 351,004 Due to Company - - 361 Other 3 - 37 ___________ ___________ ___________ 26,290 52 376,414 ___________ ___________ ___________ Participants' equity and net assets available for plan benefits at end of the year $59,891,254 $51,352,106 $38,795,990 SCHEDULE III -- STATEMENTS OF CHANGES IN PARTICIPANTS' EQUITY AND NET ASSETS AVAILABLE FOR PLAN BENEFITS Year Ended December 27 1993 1992 1991 Participants' equity and net assets provided by (used for) Investment income Interest income $ 16,107 $ 25,305 $ 32,647 Dividend income 1,839,728 976,065 2,355,059 Contributions Participants' contributions 2,595,886 2,490,337 2,642,760 Forfeitures (81) (2,395) (3,810) Appreciation (depreciation) of investments, net 7,440,697 2,886,486 (12,237,160) Transfers between funds (1,970,292) 7,900,349 (1,287,522) Amounts transferred from other plans 87,683 97,743 30,201 Loans initiated, net of repayments and interest 40,799 262,517 11,507 Payments to participants (1,511,379) (2,080,291) (1,088,235) ___________ ___________ ___________ Increase (decrease) in participants' equity and net assets 8,539,148 12,556,116 (9,544,553) Participants' equity and net assets available for plan benefits at: Beginning of the year 51,352,106 38,795,990 48,340,543 ___________ ___________ ___________ End of the year $59,891,254 $51,352,106 $38,795,990 BOISE CASCADE CORPORATION EIN 82-01009 SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN MONEY MARKET FUND SCHEDULE II -- STATEMENTS OF PARTICIPANTS' EQUITY AND NET ASSETS AVAILABLE FOR PLAN BENEFITS December 27 1993 1992 1991 Assets Investments, at current value $2,053,500 $2,140,143 $2,366,229 Cash 43,838 770 12 Interest receivable 3,410 4,571 7,352 Due from other of the Plan's funds 24,524 - - Due from participants 101 - - Accounts receivable - - 13,424 __________ __________ __________ 2,125,373 2,145,484 2,387,017 __________ __________ __________ Liabilities Due to other of the Plan's funds 6 - - Due to participants - 2,508 - Due to Company - - 91 Other - - 12 __________ __________ __________ 6 2,508 103 __________ __________ __________ Participants' equity and net assets available for plan benefits at end of the year $2,125,367 $2,142,976 $2,386,914 SCHEDULE III -- STATEMENTS OF CHANGES IN PARTICIPANTS' EQUITY AND NET ASSETS AVAILABLE FOR PLAN BENEFITS Year Ended December 27 1993 1992 1991 Participants' equity and net assets provided by (used for) Investment income Interest income $ 54,417 $ 70,517 $ 117,484 Contributions Participants' contributions 484,533 527,658 545,308 Forfeitures (89) (222) (1,336) Transfers between funds (281,411) (309,279) (87,333) Amounts transferred from other plans 8,392 26,625 24,609 Loans initiated, net of repayments and interest (69,290) (61,191) (43,279) Payments to participants (214,161) (498,046) (113,015) __________ __________ __________ Increase (decrease) in participants' equity and net assets (17,609) (243,938) 442,438 Participants' equity and net assets available for plan benefits at: Beginning of the year 2,142,976 2,386,914 1,944,476 __________ __________ __________ End of the year $2,125,367 $2,142,976 $2,386,914 BOISE CASCADE CORPORATION EIN 82-01009 SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN EMPLOYEE STOCK OWNERSHIP FUND SCHEDULE II -- STATEMENTS OF PLAN EQUITY AND NET ASSETS AVAILABLE FOR PLAN BENEFITS December 27 1993 1992 1991 Assets Investments, at current value $287,877,617 $291,495,889 $300,262,331 Cash - - 378 Company contributions receivable 14,253,301 14,304,554 11,688,763 Dividends receivable 10,615,488 10,748,911 11,072,173 ____________ ____________ ____________ 312,746,406 316,549,354 323,023,645 ____________ ____________ ____________ Liabilities ESOP loan 260,839,000 275,058,000 285,678,000 Interest payable on ESOP loan 10,888,013 11,689,965 12,141,315 ____________ ____________ ____________ 271,727,013 286,747,965 297,819,315 ____________ ____________ ____________ Plan equity and net assets available for plan benefits at end of the year $ 41,019,393 $ 29,801,389 $ 25,204,330 Plan equity consists of the following: Participants' equity $ 61,591,459 $ 47,072,595 $ 40,191,540 Equity allocated to participants more than ESOP loan payments (20,572,066) (17,271,206) (14,987,210) ____________ ____________ ____________ $ 41,019,393 $ 29,801,389 $ 25,204,330 SCHEDULE III -- STATEMENTS OF CHANGES IN PLAN EQUITY AND NET ASSETS AVAILABLE FOR PLAN BENEFITS Year Ended December 27 1993 1992 1991 Plan equity and net assets provided by (used for) Investment income Dividend income $ 21,300,214 $ 21,647,268 $ 22,190,906 Interest income - - 19,687 Company contributions 15,546,089 15,096,162 12,692,035 Interest expense on ESOP loan (22,010,029) (23,379,930) (24,282,630) Transfers between funds (2,213,573) (4,559,767) (1,658,266) Payments to participants (1,404,697) (4,206,674) (903,457) ____________ ____________ ____________ Increase in plan equity and net assets 11,218,004 4,597,059 8,058,275 Plan equity and net assets available for plan benefits at: Beginning of the year 29,801,389 25,204,330 17,146,055 ____________ ____________ ____________ End of the year $ 41,019,393 $ 29,801,389 $ 25,204,330 Schedule IV EIN-82-01009 Item 27(d) BOISE CASCADE CORPORATION SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 27, 1993 Description of Total Expense Current Asset (Include Total Dollar Incurred Value of Interest Rate and Number Dollar Value with Asset on Identity of Maturity in of Trans- Value of of Sales Lease Trans- Cost of Transaction Net Gain Party Involved Case of Loan) actions Purchases Price Rental action Asset Date or (Loss) No reportable transactions. BOISE CASCADE CORPORATION EIN 82-01009 SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN SUPPLEMENTAL SCHEDULE SCHEDULE OF THE PLAN'S ACTIVITY IN THE STATE STREET BANK AND TRUST COMPANY (POOLED INVESTMENTS) Year Ended December 27, 1993 Plan's proportionate share in the net investments of the State Street Bank and Trust Company (Pooled Investments) at beginning of the year $219,196,115 ____________ Investments 74,341,567 Withdrawals (22,092,285) Proportionate share of the interest income earned on investments 20,292,369 ____________ 72,541,651 ____________ Plan's proportionate share in the net investments of the State Street Bank and Trust Company (Pooled Investments) at end of the year $291,737,766 The following is a summary of the assets and liabilities of the State Street Bank and Trust Company (Pooled Investments) and the Plan's proportionate share in the net assets available: December 27, 1993 Cash and cash equivalents $ 9,907,884 Fixed income securities 305,106,339 Accrued interest 1,655,634 ____________ $316,669,857 Plan's proportionate share in net assets available $291,737,766 Changes in assets and liabilities of the State Street Bank and Trust Company (Pooled Investments) are as follows: Year Ended December 27, 1993 Balance at beginning of the year $236,091,903 ____________ Amounts purchased by participating plans 82,947,328 Amounts withdrawn by participating plans (24,193,778) ____________ Net amounts purchased by participating plans 58,753,550 Interest income 21,824,404 ____________ Balance at end of the year $316,669,857 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. BOISE CASCADE CORPORATION SAVINGS AND SUPPLEMENTAL RETIREMENT PLAN Date: June 22, 1994 By /s/ J.M. Gwartney J.M. Gwartney Chairman of the Retirement Committee BOISE CASCADE CORPORATION INDEX TO EXHIBIT Filed with the Report on Form 11-K for the Year Ended December 27, 1993 Reference Description Page Number (1) Exhibit A Consent of Independent Public Accountants Dated June 22, 1994 22 (1) This material appears only in the manually signed original of the report on Form 11-K. CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS As independent public accountants, we hereby consent to the incor- poration of our report dated June 14, 1994, included in this Form 11-K for the year ended December 27, 1993, into the Company's previously filed post- effective amendment No. 1 to Form S-8 registration statement (File No. 33-28595). ARTHUR ANDERSEN & CO. Boise, Idaho June 22, 1994