Filed Pursuant to Rule 424(b)(3)
Registration No. 33-30599
APPENDIX NO. 8
to
PROSPECTUS
(Dated September 7, 1989)
of
UNION CAMP CORPORATION
This Appendix dated April 26, 1996 supplements the information contained
in the Prospectus, dated September 7, 1989, the Appendix dated September 7,
1989, Appendix No. 2 dated April 27, 1990, Appendix No. 3 dated April 30, 1991,
Appendix No. 4 dated April 30, 1992, Appendix No. 5 dated April 30, 1993,
Appendix No. 6 dated April 29, 1994 and Appendix No. 7 dated April 28, 1995
(collectively, the "Prospectus"), forming a part of the Registration Statement
on Form S-8 (Reg. No. 33-30599) filed by Union Camp Corporation ("Union Camp")
relating to the Union Camp Corporation 1989 Stock Option and Stock Award Plan
(the "1989 Plan"). Union Camp intends to update at least annually, and more
often when necessary, the information contained in this Appendix, which is
incorporated by reference in and made a part of the Prospectus. Employees
receiving the Prospectus and this Appendix are urged to retain them for future
reference. All Appendices to the Prospectus are an integral part of the
Prospectus and should be read in their entirety in conjunction therewith.
Current Information; Employees Entitled to Participate
As of March 31, 1996, 439 employees held options to purchase a total of
3,238,996 shares of Common Stock under the 1989 plan. On such date approximately
350 employees, including all 25 officers, were eligible to be considered for
designation as key employees by the Personnel, Compensation and Nominating
Committee, and, if so designated, to receive stock options, restricted stock
awards, bonuses payable in stock or stock appreciation rights under the 1989
Plan. As of March 31, 1996, 577,531 shares of Common Stock were available for
the granting of options under the 1989 Plan, of which 577,531 were available for
awards of restricted stock. The Committee has awarded 151,756 shares of
restricted Company Common Stock under the 1989 Plan.
Plan Administration
As of April 26, 1996, the members of the Personnel, Compensation and
Nominating Committee, their addresses and their positions with Union Camp were
as follows:
Robert D. Kennedy, Chairman of the Committee and Director
Gary E. MacDougal, Director
George J. Sella, Jr., Director
Ted D. Simmons, Director
The address of each member is c/o Secretary, Union Camp Corporation,
1600 Valley Road, Wayne, New Jersey 07470.
Options and Related Stock Appreciation Rights Outstanding
Options granted under the 1989 Plan which remained outstanding and
unexercised as of March 31, 1996, held by employees of Union Camp and its
subsidiaries, including directors and officers, were as follows:
Number Average Option Expiration Type of
of Shares Price Per Share Dates Option
- --------- --------------- ---------- -------
3,238,996* $44.43 10/29/99 to Non-Qualified
11/28/05
* An aggregate of 1,026,801 related stock appreciation rights are outstanding
with respect to such shares.
Prospectus Amendments
General Information Regarding the Plan; and The 1989 Plan
On April 27, 1993 the Company's stockholders approved amendments to the Plan to
increase the number of shares of Company Common Stock which may be issued and as
to which options may be granted under the 1989 Plan. In accordance with such
amendments, the number of shares as to which options may be granted under the
Plan increased as of January 1, 1996 to 4,985,868, of which up to 997,173 may be
awarded as restricted stock. Accordingly, page 3 of the Prospectus dated
September 7, 1989 is hereby further amended by adding the following text after
the third sentence of the second paragraph of the text under the caption
"General Information Regarding the Plan" and page 5 of the Prospectus is hereby
further amended by adding the following text after the second sentence of the
third paragraph under the caption "The 1989 Plan":
"The number of shares as to which options may be
granted under the Plan increased as of January 1,
1996 to 4,985,868, of which 997,173 may be awarded
as restricted stock."
Appendix/Prospectus Supplement dated April 26, 1996
-2-