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): November 23, 1994 FORT HOWARD CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-6901 39-1090992 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1919 South Broadway, Green Bay, Wisconsin 54304 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (414) 435-8821 ITEM 5. OTHER EVENTS Fort Howard Corporation (the "Company") filed a registration statement with the Securities and Exchange Commission relating to a proposed $300 million public offering of common stock of the Company. The proposed public offering will be managed by Morgan Stanley & Co. and co-managed by CS First Boston Corporation and Salomon Brothers Inc. S.G. Warburg Securities Ltd. will also be co-manager on the international portion of the offering. A registration statement for the proposed public offering has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This communication shall not constitute an offer to sell or the solicitation of any offer to buy, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. - 2 - SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. FORT HOWARD CORPORATION (Registrant) By: /s/ James W. Nellen II Name: James W. Nellen II Title: Vice President Dated: November 28, 1994 - 3 -