Exhibit 12(a)(1)(C)
NOTICE OF GUARANTEED DELIVERY
FOR
TENDER OF SHARES OF COMMON STOCK
OF
BOISE CASCADE OFFICE PRODUCTS CORPORATION
TO
BOISE ACQUISITION CORPORATION,
A WHOLLY-OWNED SUBSIDIARY OF
BOISE CASCADE CORPORATION
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THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON
APRIL 19, 2000, UNLESS THE OFFER IS EXTENDED.
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This Notice of Guaranteed Delivery, or a form substantially equivalent, must
be used to accept the Offer (as defined below) if certificates representing
shares of common stock, par value $.01 per share (the "Shares"), of Boise
Cascade Office Products Corporation, a Delaware corporation, are not immediately
available, if the procedure for book-entry transfer cannot be completed prior to
the expiration date of the Offer, or if time will not permit all required
documents to reach the Depositary prior to the expiration date of the Offer.
This form may be delivered by hand or transmitted by overnight courier, fax (for
Eligible Institutions only), or mail to the Depositary. See Section 3 of the
Offer to Purchase.
THE DEPOSITARY FOR THE OFFER IS:
BOISE CASCADE CORPORATION
SHAREHOLDER SERVICES DEPARTMENT
BY MAIL: BY OVERNIGHT COURIER: BY HAND:
Boise Cascade Corporation Boise Cascade Corporation ChaseMellon Shareholder Services
Shareholder Services Dept. Shareholder Services Dept. 120 Broadway
P.O. Box 50 1111 West Jefferson Street New York, NY 10271
Boise, ID 83728-0001 Boise, ID 83702
BY FAX:
(FOR ELIGIBLE INSTITUTIONS ONLY)
Fax: 208/384-4979
CONFIRM FAX TRANSMISSION:
Telephone: 800/544-6473
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OTHER THAN AS
SET FORTH ABOVE OR TRANSMISSION OF INSTRUCTIONS VIA FAX OTHER THAN AS SET FORTH
ABOVE WILL NOT CONSTITUTE VALID DELIVERY.
THIS NOTICE OF GUARANTEED DELIVERY CANNOT BE USED TO GUARANTEE SIGNATURES.
IF THE INSTRUCTIONS ACCOMPANYING THE LETTER OF TRANSMITTAL PROVIDE THAT A
SIGNATURE ON THE LETTER OF TRANSMITTAL MUST BE GUARANTEED BY AN "ELIGIBLE
INSTITUTION," THE SIGNATURE GUARANTEE MUST APPEAR IN THE APPLICABLE SPACE ON THE
LETTER OF TRANSMITTAL.
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Ladies and Gentlemen:
The undersigned hereby tenders to Boise Acquisition Corporation, a Delaware
corporation and wholly-owned subsidiary of Boise Cascade Corporation, a Delaware
corporation, upon the terms and subject to the conditions set forth in the Offer
to Purchase dated March 22, 2000, and the related Letter of Transmittal (which
together constitute the "Offer"), receipt of which is hereby acknowledged, the
number of Shares indicated below, pursuant to the guaranteed delivery procedures
set forth in Section 3 of the Offer to Purchase.
Certificate Numbers (if available) Name(s) of Record Holder(s)
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Number of Shares ------------------------ -------------------------------------------
please type or print
Check box if Shares will be tendered by book-entry Address(es)
transfer: -------------------------------------------
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/ / The Depository Trust Company
Account Number --------------------- Telephone Number ---------------------
Dated ---------------------------- , 2000 Signature(s)
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GUARANTEE
(Not to be used for Signature Guarantee)
The undersigned, a bank, broker, dealer, credit union, savings association,
or other entity that is a member in good standing of the Securities Transfer
Agents Medallion Program, the New York Stock Exchange Medallion Signature
Guarantee Program, or the Stock Exchange Medallion Program, (a) represents that
the above named person(s) "own(s)" the tendered Shares within the meaning of
Rule 14e-4 promulgated under the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), (b) represents that the tender of the Shares complies with
Rule 14e-4 under the Exchange Act, and (c) guarantees delivery to the
Depositary, at one of its addresses set forth above, of certificates
representing the tendered Shares in proper form for transfer, or confirmation of
book-entry transfer of the tendered Shares into the Depositary's account at The
Depository Trust Company, in each case with delivery of a properly completed and
duly executed Letter of Transmittal (or exact copy), and any other required
documents, within three New York Stock Exchange trading days after the date of
this Notice.
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Name of Firm Authorized Signature
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Address Title
- ------------------------------------------- Name ------------------------------------
City, State and Zip Code please type or print
Telephone Number ------------------------ Date ----------------------------, 2000
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NOTE: Do not send certificates for Shares with this Notice of Guaranteed
Delivery.
Certificates should be sent with your Letter of Transmittal.
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