UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
F O R M 10-Q
(X) Quarterly Report Pursuant to Section 13 or 15(d) of The Securities
Exchange Act of 1934
For the Quarterly Period Ended March 31, 1998
( ) Transition Report Pursuant to Section 13 or 15(d) of The Securities
Exchange Act of 1934
For the Transition Period From ____________ to ____________
Commission File number 1-13662
BOISE CASCADE OFFICE PRODUCTS CORPORATION
State of Incorporation IRS Employer Identification No.
Delaware 82-0477390
800 West Bryn Mawr Avenue
Itasca, Illinois 60143
(630) 773 - 5000
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes X No
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Shares Outstanding
Class as of April 30, 1998
Common Stock, $.01 par value 65,690,158
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
BOISE CASCADE OFFICE PRODUCTS CORPORATION AND SUBSIDIARIES
STATEMENTS OF INCOME
(expressed in thousands, except share information)
(unaudited)
Three Months Ended March 31
1998 1997
Net sales $ 759,808 $ 597,871
Cost of sales, including purchases
from Boise Cascade Corporation
of $67,243 and $48,041 564,230 446,999
__________ __________
Gross profit 195,578 150,872
__________ __________
Selling and warehouse operating
expense 143,690 111,173
Corporate general and administrative
expense, including amounts paid to
Boise Cascade Corporation of $643
and $643 12,437 9,210
Goodwill amortization 3,170 2,194
__________ __________
159,297 122,577
__________ __________
Income from operations 36,281 28,295
__________ __________
Interest expense 6,465 3,075
Other income, net 423 49
__________ _________
Income before income taxes 30,239 25,269
Income tax expense 12,650 10,360
__________ __________
Net income $ 17,589 $ 14,909
Earnings per share-basic $ .27 $ .24
Earnings per share-diluted $ .27 $ .23
The accompanying notes are an integral part of these Financial Statements.
BOISE CASCADE OFFICE PRODUCTS CORPORATION AND SUBSIDIARIES
BALANCE SHEETS
(expressed in thousands)
(unaudited)
March 31 December 31
ASSETS 1998 1997 1997
Current
Cash and cash equivalents $ 53,151 $ 22,762 $ 28,755
Receivables, less allowances
of $7,707, $3,900, and $7,591 382,826 292,997 357,321
Inventories 203,733 164,748 197,990
Deferred income tax benefits 18,404 13,963 14,223
Other 20,816 19,856 23,808
___________ __________ ___________
678,930 514,326 622,097
___________ __________ ___________
Property
Land 27,677 13,488 28,913
Buildings and improvements 128,708 75,081 127,430
Furniture and equipment 195,735 150,407 175,778
Accumulated depreciation (140,054) (96,492) (129,951)
___________ __________ ___________
212,066 142,484 202,170
___________ __________ ___________
Goodwill, net of amortization
of $27,575, $15,349, and $24,019 439,809 264,499 438,830
Other assets 33,117 21,798 28,391
___________ __________ ___________
Total assets $1,363,922 $ 943,107 $1,291,488
The accompanying notes are an integral part of these Financial Statements.
BOISE CASCADE OFFICE PRODUCTS CORPORATION AND SUBSIDIARIES
BALANCE SHEETS
(expressed in thousands, except share information)
(unaudited)
March 31 December 31
LIABILITIES AND SHAREHOLDERS' EQUITY 1998 1997 1997
Current
Notes payable $ 73,800 $ 25,600 $ 23,300
Current portion of long-term debt 2,578 135 2,917
Accounts payable
Trade and other 272,972 188,014 238,773
Boise Cascade Corporation 28,710 26,963 42,097
___________ __________ ___________
301,682 214,977 280,870
___________ __________ ___________
Accrued liabilities
Compensation and benefits 26,053 21,475 30,717
Income taxes payable 15,679 19,928 3,370
Taxes, other than income 20,161 8,698 18,718
Other 54,950 32,218 30,848
___________ __________ ___________
116,843 82,319 83,653
___________ __________ ___________
494,903 323,031 390,740
___________ __________ ___________
Other
Deferred income taxes - 195 -
Long-term debt, less current portion 307,224 170,016 357,595
Other 35,827 28,467 37,518
___________ __________ ___________
343,051 198,678 395,113
___________ __________ ___________
Shareholders' equity
Common stock, $.01 par value,
200,000,000 shares authorized;
65,656,158, 62,904,575, and
65,588,258 shares issued and
outstanding at each period 657 629 656
Additional paid-in capital 357,661 307,308 356,599
Retained earnings 172,968 113,436 155,412
Accumulated other comprehensive
income (5,318) 25 (7,032)
___________ __________ ___________
Total shareholders' equity 525,968 421,398 505,635
___________ __________ ___________
Total liabilities and
shareholders' equity $1,363,922 $ 943,107 $1,291,488
The accompanying notes are an integral part of these Financial Statements.
BOISE CASCADE OFFICE PRODUCTS CORPORATION AND SUBSIDIARIES
STATEMENTS OF CASH FLOWS
(expressed in thousands)
(unaudited)
Three Months Ended March 31
1998 1997
Cash provided by (used for) operations
Net income $ 17,589 $ 14,909
Items in income not using (providing) cash
Depreciation and amortization 13,756 8,820
Deferred income taxes (4,499) (2,121)
Receivables (23,966) (5,122)
Inventories (4,554) 9,320
Accounts payable and accrued liabilities 36,397 (11,605)
Current and deferred income taxes 12,679 11,539
Other, net 6,177 (5,399)
__________ __________
Cash provided by operations 53,579 20,341
__________ __________
Cash provided by (used for) investment
Expenditures for property and equipment (17,576) (15,697)
Acquisitions (4,042) (14,912)
Other, net (8,070) 1,128
__________ __________
Cash used for investment (29,688) (29,481)
__________ __________
Cash provided by (used for) financing
Long-term debt (50,266) 30,000
Notes payable 50,500 (11,100)
Other, net 271 240
__________ __________
Cash provided by financing 505 19,140
__________ __________
Increase in cash and cash equivalents 24,396 10,000
Balance at beginning of the period 28,755 12,762
__________ __________
Balance at March 31 $ 53,151 $ 22,762
The accompanying notes are an integral part of these Financial Statements.
BOISE CASCADE OFFICE PRODUCTS CORPORATION AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS
(unaudited)
(1) ORGANIZATION AND BASIS OF PRESENTATION. Boise Cascade Office Products
Corporation (together with its subsidiaries, "the Company" or "we"),
headquartered in Itasca, Illinois, is a distributor of products for the
office through its contract stationer and direct marketing channels.
At March 31, 1998, Boise Cascade Corporation owned 81.3% of our
outstanding common stock.
The quarterly financial statements of the Company and its subsidiaries
have not been audited by independent public accountants, but in the
opinion of management, all adjustments necessary to present fairly the
results for the periods have been included. Except as may be disclosed
in the notes to the Financial Statements, the adjustments made were of a
normal, recurring nature. Quarterly results are not necessarily
indicative of results that may be expected for the year. We have
prepared the statements pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations. These
quarterly financial statements should be read together with the
statements and the accompanying notes included in our 1997 Annual
Report.
(2) EARNINGS PER SHARE. Basic earnings per share of $.27 and $.24 for the
three months ended March 31, 1998 and 1997, were computed by dividing
net income by the weighted average number of shares of common stock
outstanding for the periods. Diluted earnings per share of $.27 and
$.23 for the three months ended March 31, 1998 and 1997, include the
weighted average impact of stock options assumed exercised using the
treasury method.
In 1997, we adopted Statement of Financial Accounting Standards No. 128
(SFAS 128), "Earnings Per Share." Earnings per share for 1997 have been
restated to reflect SFAS 128.
(3) COMPREHENSIVE INCOME (LOSS). Comprehensive income (loss) for the
periods include the following:
Three Months Ended
March 31
1998 1997
(expressed in thousands)
Net income $ 17,589 $ 14,909
Other comprehensive income (loss)
Cumulative foreign currency translation
adjustment, net of income taxes 1,714 (1,471)
_________ _________
Comprehensive income, net of income taxes $ 19,303 $ 13,438
Accumulated other comprehensive income (loss) for each period was as
follows:
March 31 December 31
1998 1997 1997
(expressed in thousands)
Balance at beginning of period
Minimum pension liability
adjustment, net of income taxes $ (417) $ (24) $ (24)
Cumulative foreign currency
translation adjustment, net of
income taxes (6,615) 1,520 1,520
Changes within periods
Minimum pension liability
adjustment, net of income taxes - - (393)
Cumulative foreign currency
translation adjustment, net
of income taxes 1,714 (1,471) (8,135)
_________ _________ _________
Balance at end of period $ (5,318) $ 25 $ (7,032)
(4) DEFERRED SOFTWARE COSTS. We defer purchased and internally developed
software and related installation costs for computer systems that are
used in our business. Deferral of costs begins when technological
feasibility of the project has been established and it is determined
that the software will benefit future years. These costs are amortized
on the straight-line method over a maximum of five years or the useful
life of the product, whichever is less. If the useful life of the
product is shortened, the amortization period is adjusted. "Other
assets" in the Balance Sheets includes deferred software costs of
$20.1 million, $10.8 million, and $17.5 million at March 31, 1998 and
1997 and December 31, 1997.
(5) DEBT. On June 26, 1997, we entered into a $450 million revolving credit
agreement with a group of banks that expires on June 29, 2001, and
provides for variable rates of interest based on customary indices. It
contains customary restrictive financial and other covenants, including
a negative pledge and covenants specifying a minimum fixed charge
coverage ratio and a maximum leverage ratio. This agreement replaced
our $350 million revolving credit agreement. We may, subject to the
covenants contained in the credit agreement and to market conditions,
refinance existing debt or raise additional funds through the agreement
and through other external debt or equity financings in the future.
At March 31, 1998, borrowing under the revolving credit agreement was
$290 million.
In addition to the amount outstanding under the revolving credit
agreement, we had $73.8 million and $25.6 million of short-term notes
payable at March 31, 1998 and 1997. The maximum amount of short-term
notes payable during the three months ended March 31, 1998 and 1997,
was $104.6 million and $59.3 million. The average amount of short-term
notes payable during the three months ended March 31, 1998 and 1997,
were $63.7 million and $33.2 million. The weighted average interest
rates for these borrowings was 5.9% and 5.6% for the periods.
We filed a registration statement with the Securities and Exchange
Commission to register $300 million of shelf capacity for debt
securities. The effective date of the filing was April 22, 1998. On
May 12, 1998, we issued $150.0 million of 7.05% Notes under this
registration statement. The Notes are due May 15, 2005.
Proceeds from the issuance will be used to repay borrowings under our
revolving credit agreement. We have $150.0 million of shelf capacity
remaining under this registration statement. In December 1997, we
entered into agreements to hedge against a rise in Treasury rates.
We entered into the transactions in anticipation of our issuance of
these debt securities. The hedge agreements had a notional amount of
$70 million. The settlement rate, based on the yield on 10-year U.S.
Treasury bonds, was less than the agreed upon initial rate, and we
made a cash payment of $0.6 million. The amount paid will be recognized
as an increase in interest expense over the life of the debt securities
issued.
Cash payments for interest were $6.7 million and $3.0 million for the
three months ended March 31, 1998 and 1997.
(6) TAXES. The estimated tax provision rate for the first three months of
1998 was 42.0%, compared with a tax provision rate of 41.0% for the same
period in the prior year. The increase is primarily due to increased
nondeductible goodwill and foreign income, taxed at a higher rate.
For the three months ended March 31, 1998 and 1997, we paid income
taxes, net of refunds received, of $3.1 million and $0.9 million.
(7) ACQUISITIONS. During the first three months of 1998 we completed two
acquisitions, and during the first three months of 1997 we completed
three acquisitions, all of which were accounted for under the purchase
method of accounting. Accordingly, the purchase prices were allocated
to the assets acquired and liabilities assumed based upon their
estimated fair values. The initial purchase price allocations may be
adjusted within one year of the date of purchase for changes in
estimates of the fair values of assets and liabilities. Such
adjustments are not expected to be significant to results of operations
or the financial position of the Company. The excess of the purchase
price over the estimated fair value of the net assets acquired was
recorded as goodwill and is being amortized over 40 years. The
results of operations of the acquired businesses are included in our
operations subsequent to the dates of acquisition.
On January 12, 1998, we acquired the direct marketing business of
Fidelity Direct, based in Minneapolis, Minnesota. On February 28,
1998, we acquired the direct marketing business of Sistemas Kalamazoo,
based in Madrid, Spain. These transactions were completed for cash of
$4.0 million, debt assumed of $0.2 million, and the recording of
$3.8 million of acquisition liabilities.
On January 31 and February 28, 1997, we acquired contract stationer
businesses in Montana and Florida. Also in January 1997, we completed
a joint venture with Otto Versand to direct market office products in
Europe. These transactions, including the joint venture, were completed
for cash of $14.9 million, $2.9 million of our common stock, and the
recording of $1.0 million of acquisition liabilities.
Unaudited pro forma results of operations reflecting the acquisitions
would have been as follows. If the 1998 acquisitions had occurred
January 1, 1998, sales for the first three months of 1998 would have
increased to $760.6 million, net income would have remained $17.6
million, and basic earnings per share would have remained $.27.
If the 1998 and 1997 acquisitions had occurred January 1, 1997, sales for
the first three months of 1997 would have increased to $605.9 million,
net income would have remained $14.9 million, and basic earnings per
share would have remained $.24. This unaudited pro forma financial
information does not necessarily represent the actual results of
operations that would have occurred if the acquisitions had taken
place on the dates assumed.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Three Months Ended March 31, 1998, Compared with Three Months Ended
March 31, 1997
Results of Operations
Net sales in the first quarter of 1998 increased 27% to $759.8
million, compared with $597.9 million in the first quarter of
1997. The growth in sales resulted from a combination of
acquisitions and same-location sales growth. Same-location sales
increased 13% in the first quarter of 1998, compared with sales
in the first quarter of 1997.
Cost of sales, which includes the cost of merchandise sold and
delivery and occupancy costs, increased to $564.2 million in the
first quarter of 1998, which was 74.3% of net sales. This
compares with $447.0 million reported in the same period of the
prior year, which represented 74.8% of net sales. Gross profit
as a percentage of net sales was 25.7% and 25.2% for the first
quarters of 1998 and 1997. The increase in the first quarter of
1998 was primarily due to increases in our U.S. contract
stationer and direct marketing gross margins, offset slightly by
lower margins in our other businesses.
Operating expense was 21.0% of net sales in the first quarter of
1998, compared with 20.5% in the first quarter of 1997. Within
the operating expense category, selling and warehouse operating
expense was 18.9% of net sales in the first quarter of 1998,
compared with 18.6% in 1997. The increase in the first quarter
of 1998 was due in part to our direct marketing business, which
has both higher gross margins and higher operating expenses.
Direct marketing acquisitions made in 1997 increased our cost
average compared to the prior year. Corporate general and
administrative expense was 1.6% of net sales in the first quarter
of 1998, compared with 1.5% in 1997. Goodwill amortization
increased to $3.2 million in the first quarter of 1998, compared
with $2.2 million in the first quarter of 1997. The increase in
goodwill amortization was the result of recording goodwill
arising from our acquisitions.
Income from operations in the first quarter of 1998 increased to
$36.3 million, or 4.8% of net sales, compared to our first
quarter 1997 operating income of $28.3 million, or 4.7% of net
sales.
Interest expense was $6.5 million in the first quarter of 1998,
compared with $3.1 million in the first quarter of 1997. The
increase in interest expense resulted from debt incurred in
conjunction with our acquisition and capital spending programs.
Net income in the first quarter of 1998 increased to $17.6
million, or 2.3% of net sales, compared with $14.9 million, or
2.5% of net sales in the same period of the prior year.
Liquidity and Capital Resources
Our principal requirements for cash have been to make
acquisitions, fund technology development and working capital
needs, upgrade and expand our facilities at existing locations,
and open new distribution centers. The execution of our strategy
for growth, including acquisitions and the relocation of several
existing distribution centers into new and larger facilities, is
expected to require capital outlays over the next several years.
To finance our capital requirements, we expect to rely upon funds
from a combination of sources. In addition to cash flow from
operations, we have a $450 million revolving credit agreement
that expires in 2001 and provides for variable rates of interest
based on customary indices. The credit agreement is available
for acquisitions and general corporate purposes. It contains
customary restrictive financial and other covenants, including a
negative pledge and covenants specifying a minimum fixed charge
coverage ratio and a maximum leverage ratio. At March 31, 1998,
$290 million was outstanding under this agreement. We may,
subject to the covenants contained in the credit agreement and to
market conditions, refinance existing debt or raise additional
funds through the agreement and through other external debt or
equity financings in the future.
In addition to the amount outstanding under the revolving credit
agreement, we had short-term notes payable of $73.8 million at
March 31, 1998. The maximum amount of short-term notes payable
during the three months ended March 31, 1998, was $104.6 million.
The average amount of short-term notes payable during the three
months ended March 31, 1998, was $63.7 million. The weighted
average interest rate for these borrowings was 5.9%.
We filed a registration statement with the Securities and
Exchange Commission to register $300 million of shelf capacity
for debt securities. The effective date of the filing was April
22, 1998. On May 12, 1998, we issued $150.0 million of 7.05%
Notes under this registration statement. The Notes are due May
15, 2005. Proceeds from the issuance will be used to repay
borrowings under our revolving credit agreement. We have $150.0
million of shelf capacity remaining under this registration
statement.
In June 1996, we filed a registration statement with the
Securities and Exchange Commission for 4.4 million shares of
common stock to be offered from time to time in connection with
future acquisitions. As of March 31, 1998, 3.5 million shares
remained unissued under this registration statement.
On September 25, 1997, we issued 2.25 million shares of common
stock at $21.55 per share to Boise Cascade Corporation for total
proceeds of $48.5 million. At March 31, 1998, Boise Cascade
Corporation owned 81.3% of our outstanding common stock.
Net cash provided by operations in the first three months of 1998
was $53.6 million. This was the result of $26.8 million of net
income, depreciation and amortization, and other noncash items,
and a $26.7 million decrease in working capital. Net cash used
for investment in the first three months of 1998 was $29.7
million, which included $17.6 million of expenditures for
property and equipment, and $4.0 million for acquisitions. Net
cash provided by financing was $0.5 million for the first three
months of 1998.
Net cash provided by operations in the first three months of 1997
was $20.3 million. This was primarily the result of $21.6
million of net income, depreciation and amortization, and other
noncash items, offset by a $1.3 million increase in working
capital. Net cash used for investment in the first three months
of 1997 was $29.5 million, which included $15.7 million of
expenditures for property and equipment, and $14.9 million for
acquisitions. Net cash provided by financing was $19.1 million
for the first three months of 1997, resulting primarily from
borrowings we made to fund acquisitions.
The majority of our 1998 and 1997 acquisitions have been
completed for cash, resulting in higher outstanding balances
under our credit agreement and short-term borrowing capacity.
The increase in borrowings has caused interest expense to
increase for the first three months of 1998 compared to the same
period of 1997.
New Accounting Standards
In 1997, the Financial Accounting Standards Board issued SFAS No.
131, "Disclosures About Segments of an Enterprise and Related
Information." This Statement establishes standards for the way
that public business enterprises report information about
operating segments in annual financial statements and requires
that those enterprises report selected information about
operating segments in interim financial reports issued to
shareholders. We are still evaluating what impact, if any, this
Statement will have on us. We will adopt this Statement at year-
end 1998. Adoption of this Statement will have no impact on net
income.
In March 1998, the American Institute of Certified Public
Accountants (AICPA), issued Statement of Position 98-1 (SOP 98-
1), "Accounting for the Costs of Computer Software Developed or
Obtained for Internal Use." This SOP is effective for financial
statements for fiscal years beginning after December 31, 1998,
with earlier application encouraged. We currently account for
software costs generally in accordance with this SOP.
Year 2000 Computer Issue
Many computer systems in use today were designed and developed
using two digits, rather than four, to specify the year. As a
result, such systems will recognize the year 2000 as "00." This
could cause many computer applications to fail completely or to
create erroneous results unless corrective measures are taken.
We utilize software and related computer technologies that will
be affected by this issue. We are currently implementing, or
planning to implement, several computer system replacements or
upgrades before the year 2000, all of which will be year 2000
compliant. Most of the costs associated with these replacements
and upgrades have been or will be deferred. (See Note 4 in
"Notes to Quarterly Financial Statements.") We are evaluating
what actions will be necessary to make our remaining computer
systems year 2000 compliant. The expense associated with these
actions is not expected to be material to the Company. We have
discussed this issue with our significant suppliers and large
customers to determine the extent to which we could be affected
if their systems are not year 2000 compliant. While there can be
no guarantee that systems of other companies will be corrected on
a timely basis, we do not expect any material adverse effects to
the Company.
Business Outlook
We expect our cross-selling efforts in furniture, computer-
related consumables, promotional products, and office papers to
result in additional sales to our existing customers. We also
expect to grow sales by developing business with new customers.
The pace of our revenue growth will partially depend on the
success of these initiatives. It will also depend, in part, on
our plans to make further acquisitions in the U.S. and
internationally. Our level of future acquisition activity will
reflect the extent of economically acceptable opportunities
available to us.
Our gross margins and operating expense ratios vary among our
product categories, distribution channels, and geographic
locations. As a result, we expect fluctuations in these ratios
as our sales mix evolves over time.
Office papers and converted paper products represent a
significant portion of our sales. It is unclear to what extent
or when prices might significantly rise or fall and what
favorable or adverse impact those changes might have on our
future financial results.
Risk Factors Associated With Forward Looking Statements
The Management's Discussion and Analysis of Financial Condition
and Results of Operations includes "forward looking statements"
which involve uncertainties and risks. There can be no assurance
that actual results will not differ from the Company's
expectations. Factors which could cause materially different
results include, among others, continued same-location sales
growth; the timing and amount of paper price recovery; the
changing mix of products sold to our customers; the pace and
success of our acquisition program; the success of cost structure
improvements; the success of new product line introductions; the
uncertainties of expansion into international markets, including
currency exchange rates, legal and regulatory requirements, and
other factors; and competitive and general economic conditions.
Item 3. Quantitative and Qualitative Disclosures About Market
Risks
Changes in interest rates and currency rates expose us to
financial market risks. To date, these risks have not been
significant and are not expected to be so in the near term.
Changes in our debt and our continued international expansion
could increase these risks. To manage volatility relating to
these risks, we may enter into various derivative transactions
such as interest rate swaps, rate hedge agreements, and forward
exchange contracts. We do not use derivative financial
instruments for trading purposes.
In December 1997, we entered into agreements to hedge against a
rise in Treasury rates. We entered into the transactions in
anticipation of our issuance of debt securities in the first half
of 1998. The hedge agreements had a notional amount of $70
million and were settled with our issuance of debt securities on
May 12, 1998. The settlement rate, based on the yield on 10-year
U.S. Treasury bonds, was less than the agreed upon initial rate,
and we made a cash payment of $0.6 million. The amount paid will
be recognized as an increase in interest expense over the life of
the debt securities issued.
Our operations in Australia, Canada, France, Germany, Spain, and
the United Kingdom are denominated in currencies other than U.S.
dollars. Each of our operations conducts substantially all of
its business in its local currency with minimal cross-border
product movement. As a result, these operations are not subject
to material operational risks associated with fluctuations in
exchange rates. Furthermore, our results of operations were not
materially impacted by the translation of our other operations'
currencies into U.S. dollars. Because we intend to expand the
size and scope of our international operations, this exposure to
fluctuations in exchange rates may increase. Accordingly, no
assurance can be given that our future results of operations will
not be adversely affected by fluctuations in foreign currency
exchange rates. Although we currently are not engaged in any
foreign currency hedging activities, we may consider doing so in
the future. Such future hedges would be intended to minimize the
effects of foreign exchange rate fluctuations on our investment
and would not be done for speculative purposes.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Company is not currently involved in any legal or
administrative proceedings that it believes could have, either
individually or in the aggregate, a material adverse effect on
its business or financial condition.
Item 2. Changes in Securities
Not applicable.
Item 3. Defaults Upon Senior Securities
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
Not applicable.
Item 5. Other Information
Not applicable.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits.
Required exhibits are listed in the Index to Exhibits and are
incorporated by reference.
(b) No Form 8-K's were filed during the quarter covered by this
report.
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.
BOISE CASCADE
OFFICE PRODUCTS CORPORATION
As Duly Authorized Officer and
Chief Accounting Officer: /s/Darrell R. Elfeldt
Darrell R. Elfeldt
Vice President and Controller
Date: May 12, 1998
BOISE CASCADE OFFICE PRODUCTS CORPORATION
INDEX TO EXHIBITS
Filed With the Quarterly Report on Form 10-Q
for the Quarter Ended March 31, 1998
Number Description Page
10 Key Executive Stock Option Plan and Form of
Agreement, as amended through April 2, 1998
11 Computation of Per Share Earnings
27 Financial Data Schedule