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 STONE CONTAINER CORPORATION DEFERRED INCOME SAVINGS PLAN FINANCIAL STATEMENTS AND SCHEDULES DECEMBER 31, 1995 AND 1994 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. 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 STONE CONTAINER CORPORATION DEFERRED INCOME SAVINGS PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1995 AND 1994 1995 1994 _____________ _____________ 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. 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 1995 1994 _____________ _____________ 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. 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. 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. 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: 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. 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. 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 FIXED COMPANY STOCK INCOME FUND EQUITY FUND FUND ____________ ____________ ____________ 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 ============ ============ ============ STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION AS OF DECEMBER 31, 1995 (Continued) MONEY MARKET BALANCED FUND FUND TOTAL _________ ____________ ____________ 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 ========= ============ ============= STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION AS OF DECEMBER 31, 1994 FIXED COMPANY STOCK INCOME FUND EQUITY FUND FUND ____________ ____________ ____________ 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 ============ ============ ============ STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION AS OF DECEMBER 31, 1994 (Continued) MONEY MARKET BALANCED FUND FUND TOTAL _________ ___________ _____________ 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 ========= =========== ============= STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 1995 FIXED COMPANY STOCK INCOME FUND EQUITY FUND FUND ____________ ____________ ____________ 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 ============ ============ ============ STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 1995 (Continued) MONEY MARKET BALANCED FUND FUND TOTAL _________ ____________ _____________ 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 ========= ============ ============= STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 1994 FIXED COMPANY STOCK INCOME FUND EQUITY FUND FUND ____________ ____________ ____________ 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 ============ ============ ============ STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 1994 (Continued) MONEY MARKET BALANCED FUND FUND TOTAL _________ ____________ _____________ 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 ========= ============ ============= 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 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 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 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 -- 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 -- 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