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 November 7, 1995 ---------------- Date of Report (Date of earliest event reported) CHAMPION INTERNATIONAL CORPORATION ---------------------------------- (Exact name of registrant as specified in its charter) NEW YORK -------- (State or other jurisdiction of incorporation) 1-3053 13-1427390 --------------------------------- -------------------------------- (Commission File Number) (IRS Employer Identification No.) One Champion Plaza, Stamford, Connecticut 06921 -------------------------------------------------- (Address of principal executive offices) (Zip Code) (203) 358-7000 -------------- (Registrant's telephone number, including area code) Page 1 of 3 pages ITEM 5. Other Events (a) Recent Financing On November 10, 1995, the Registrant completed the sale of $200,000,000 aggregate principal amount of its 7.35% Debentures due November 1, 2025 (the "Debentures"). Net proceeds of approximately $197,154,000 will be applied to the payment at maturity of a portion of the Company's commercial paper and notes payable to banks. The Debentures were issued under an Indenture dated as of May 1, 1992 between the Registrant and Chemical Bank, as trustee. EXHIBITS 1.1 Pricing Agreement, dated November 7, 1995, among the Registrant and Salomon Brothers Inc and Goldman, Sachs & Co., as representatives of the Underwriters named in Schedule I thereto, relating to the offer and sale of the Registrant's 7.35% Debentures due November 1, 2025 4.1 Form of Debenture for the Registrant's 7.35% Debentures due November 1, 2025 12 Statement re computation of ratios of earnings to fixed charges Page 2 of 3 Pages SIGNATURE 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 hereunto duly authorized. Champion International Corporation By: /s/ Lawrence A. Fox --------------------------------------- Lawrence A. Fox Vice President and Secretary Dated: November 10, 1995 Page 3 of 3 pages