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UNITED STATES UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(X)	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2001

( )	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: 1-5057

BOISE CASCADE CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

82-0100960

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

1111 West Jefferson Street
P.O. Box 50
Boise, Idaho

83728-0001

(Address of principal executive officers) (208) 384-6161 (Registrant's telephone number, including area code)	(Zip Code)

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.

Class
Common Stock, $2.50 par value

Shares Outstanding
as of October 31, 2001
58,031,884

PART I - FINANCIAL INFORMATION
BOISE CASCADE CORPORATION AND SUBSIDIARIES
STATEMENTS OF INCOME (LOSS)
(thousands, except per share data)

ITEM 1.

FINANCIAL STATEMENTS

	Three Months Ended September 30
	_______________________
	2001			2000
	_________			_________
	(unaudited)
Revenues
Sales	$	1,874,436		$	1,971,120
	_________			_________
Costs and expenses
Materials, labor, and other operating expenses		1,522,915			1,580,138
Depreciation, amortization, and cost of company timber harvested		72,048			73,070
Selling and distribution expenses		189,106			196,904
General and administrative expenses		34,126			33,040
Other (income) expense, net		3,635			(95,903	)
	_________			_________
		1,821,830			1,787,249
	_________			_________
Equity in net loss of affiliates		(1,504	)		(427	)
	_________			_________
Income from operations		51,102			183,444
	_________			_________

Interest expense		(31,592	)		(39,324	)
Interest income		451			223
Foreign exchange loss		(859	)		(2,216	)
	_________			_________
		(32,000	)		(41,317	)
	_________			_________
Income before income taxes and minority interest		19,102			142,127
Income tax provision		(4,122	)		(57,561	)
	_________			_________
Income before minority interest		14,980			84,566
Minority interest, net of income tax		-			34
	_________			_________
Net income	$	14,980		$	84,600
	=========			=========

Net income per common share

Basic		$0.21			$1.42
	=========			=========
Diluted		$0.20			$1.33
	=========			=========

The accompanying notes are an integral part of these Financial Statements.

PART I - FINANCIAL INFORMATION
BOISE CASCADE CORPORATION AND SUBSIDIARIES
STATEMENTS OF INCOME (LOSS)
(thousands, except per share data)

(continued)

	Nine Months Ended September 30
	_______________________
	2001			2000
	_________			_________
	(unaudited)
Revenues
Sales	$	5,665,475		$	5,941,888
	_________			_________
Costs and expenses
Materials, labor, and other operating expenses		4,574,236			4,734,153
Depreciation, amortization, and cost of company timber harvested		220,169			223,752
Selling and distribution expenses		597,417			600,203
General and administrative expenses		96,115			94,166
Other (income) expense, net		77,349			(88,518	)
	_________			_________
		5,565,286			5,563,756
	_________			_________
Equity in net income (loss) of affiliates		(5,527	)		3,609
	_________			_________
Income from operations		94,662			381,741
	_________			_________

Interest expense		(97,878	)		(113,759	)
Interest income		1,618			1,278
Foreign exchange loss		(3,183	)		(2,680	)
	_________			_________
		(99,443	)		(115,161	)
	_________			_________
Income (loss) before income taxes and minority interest		(4,781	)		266,580
Income tax (provision) benefit		3,745			(107,965	)
	_________			_________
Income (loss) before minority interest		(1,036	)		158,615
Minority interest, net of income tax		195			(3,444	)
	_________			_________
Net income (loss)	$	(841	)	$	155,171
	=========			=========

Net income (loss) per common share

Basic		$(0.18	)		$2.54
	=========			=========
Diluted		$(0.18	)		$2.39
	=========			=========

The accompanying notes are an integral part of these Financial Statements.

BOISE CASCADE CORPORATION AND SUBSIDIARIES
BALANCE SHEETS
(thousands)

ASSETS

	September 30						December 31
	_________________________						___________
	2001				2000		2000
	_________			___________			___________
	(unaudited)
Current
Cash and cash equivalents	$	69,894		$	149,741		$	62,820
Receivables, less allowances
of $10,190, $7,337, and $7,607		528,537			742,093			671,793
Inventories		627,365			661,614			747,829
Deferred income tax benefits		65,104			53,643			50,924
Other		32,502			35,734			43,955
	__________			___________			___________
		1,323,402			1,642,825			1,577,321
	__________			___________			___________
Property
Property and equipment
Land and land improvements		65,344			68,686			70,551
Buildings and improvements		661,818			631,345			648,256
Machinery and equipment		4,559,945			4,378,322			4,447,628
	__________			___________			___________
		5,287,107			5,078,353			5,166,435
Accumulated depreciation		(2,698,252	)		(2,551,920	)		(2,584,784	)
	__________			___________			___________
		2,588,855			2,526,433			2,581,651
Timber, timberlands, and timber deposits		295,313			290,396			291,132
	__________			___________			___________
		2,884,168			2,816,829			2,872,783
	__________			___________			___________
Goodwill, net of amortization
of $58,499, $50,649, and $49,053		411,207			406,582			403,331
Investments in equity affiliates		119,966			42,290			134,757
Other assets		289,540			234,024			278,731
	__________			___________			___________
Total assets	$	5,028,283		$	5,142,550		$	5,266,923
	==========			===========			===========

The accompanying notes are an integral part of these Financial Statements.

BOISE CASCADE CORPORATION AND SUBSIDIARIES
BALANCE SHEETS
(thousands, except share amounts)

LIABILITIES AND SHAREHOLDERS' EQUITY

	September 30						December 31
	_______________________						___________
	2001			2000			2000
	_________			_________			___________
	(unaudited)
Current
Short-term borrowings	$	51,600		$	21,600		$	52,000
Current portion of long-term debt		575,735			40,836			41,314
Income taxes payable		9,128			19,838			15,884
Accounts payable		514,364			556,164			596,882
Accrued liabilities
Compensation and benefits		156,392			134,373			150,138
Interest payable		27,617			28,467			27,802
Other		156,680			120,336			130,374
	_________			_________			___________
		1,491,516			921,614			1,014,394
	_________			_________			___________
Debt
Long-term debt, less current portion		1,038,369			1,725,788			1,714,776
Guarantee of ESOP debt		99,415			125,523			107,911
	_________			_________			___________
		1,137,784			1,851,311			1,822,687
	_________			_________			___________
Other
Deferred income taxes		377,462			377,509			383,646
Other long-term liabilities		282,764			236,266			279,755
	_________			_________			___________
		660,226			613,775			663,401
	_________			_________			___________
Minority interest		-			9,506			9,469
	_________			_________			___________
Shareholders' equity
Preferred stock -- no par value; 10,000,000 shares authorized;
Series D ESOP: $.01 stated value; 4,507,459; 4,741,862; and 4,688,030 shares outstanding		202,836			213,384			210,961
Deferred ESOP benefit		(99,415	)		(125,523	)		(107,911	)
Common stock -- $2.50 par value; 200,000,000 shares authorized; 58,027,779; 57,331,175; and 57,337,158 shares outstanding		145,069			143,323			143,343
Additional paid-in capital		474,175			454,631			454,849
Retained earnings		1,045,823			1,069,899			1,074,228
Accumulated other comprehensive loss		(29,731	)		(9,370	)		(18,498	)
	_________			_________			___________
Total shareholders' equity		1,738,757			1,746,344			1,756,972
	_________			_________			___________
Total liabilities and shareholders' equity	$	5,028,283		$	5,142,550		$	5,266,923
	=========			=========			===========

The accompanying notes are an integral part of these Financial Statements.

BOISE CASCADE CORPORATION AND SUBSIDIARIES
STATEMENTS OF CASH FLOWS
(thousands)

	Nine Months Ended September 30
	__________________________
	2001			2000
	___________			___________
	(unaudited)

Cash provided by (used for) operations
Net income (loss)	$	(841	)	$	155,171
Items in income (loss) not using (providing) cash
Equity in net (income) loss of affiliates		5,527			(3,609	)
Depreciation, amortization, and cost of company timber harvested		220,169			223,752
Deferred income tax provision (benefit)		(11,680	)		50,040
Minority interest, net of income tax		(195	)		3,444
Restructuring activities		57,929			-
Other		14,054			2,680
Gain on sale of assets		-			(97,775	)
Receivables		(25,703	)		16,843
Inventories		118,672			17,782
Accounts payable and accrued liabilities		(95,981	)		32,084
Current and deferred income taxes		(6,183	)		4,750
Other		(2,347	)		(7,632	)
	___________			___________
Cash provided by operations		273,421			397,530
	___________			___________
Cash provided by (used for) investment
Expenditures for property and equipment		(219,317	)		(190,874	)
Expenditures for timber and timberlands		(11,102	)		(12,479	)
Investments in equity affiliates, net		(783	)		(1,273	)
Purchase of minority interest		-			(216,087	)
Purchases of facilities		(4,655	)		(15,536	)
Sale of operating assets		160,984			157,818
Other		(28,212	)		(30,517	)
	___________			___________
Cash used for investment		(103,085	)		(308,948	)
	___________			___________
Cash provided by (used for) financing
Cash dividends paid
Common stock		(25,842	)		(25,756	)
Preferred stock		(7,709	)		(8,173	)
	___________			___________
		(33,551	)		(33,929	)

Short-term borrowings		(400	)		(34,072	)
Additions to long-term debt		14,559			174,930
Payments of long-term debt		(156,664	)		(107,847	)
Other		12,794			(4,858	)
	___________			___________
Cash used for financing		(163,262	)		(5,776	)
	___________			___________

Increase in cash and cash equivalents		7,074			82,806
Balance at beginning of the year		62,820			66,935
	___________			___________
Balance at September 30	$	69,894		$	149,741
	===========			===========

The accompanying notes are an integral part of these Financial Statements.

NOTES TO QUARTERLY FINANCIAL STATEMENTS

(1)

BASIS OF PRESENTATION. We have prepared the quarterly financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Some information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to those rules and regulations. These statements should be read together with the statements and the accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2000.

The quarterly financial statements 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 presented have been included. Net income (loss) for the three and nine months ended September 30, 2001 and 2000, necessarily involved estimates and accruals. Actual results may vary from those estimates. Except as may be disclosed within these "Notes to Quarterly 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.

(2)

OTHER (INCOME) EXPENSE, NET. "Other (income) expense, net" includes gains and losses on the sale and disposition of property and other miscellaneous income and expense items. In first quarter 2001, our corporate and other segment recorded a $10.9 million pretax, noncash charge to accrue for a one-time liability related to postretirement benefits for our Northwest hourly paperworkers. These workers participate in a multiemployer trust which is converting to a single employer trust. The components of "Other (income) expense, net" in our Statements of Income (Loss) are as follows:

	Three Months Ended						Nine Months Ended
	September 30						September 30
	_________________						_________________
	2001			2000			2001		2000
	_______			_______			_______		_______
	(thousands)

Receivable securitization (Note 5)	$	2,047		$	2,724		$	7,011	$	5,957
Sale of European operation (Note 10)		-			(97,775	)		-		(97,775	)
Restructuring activities (Note 13)		(1,000	)		-			57,929		-
Postretirement benefits		-			-			10,871		-
Other, net		2,588			(852	)		1,538		3,300
	_______			_______			_______		_______
	$	3,635		$	(95,903	)	$	77,349	$	(88,518	)
	=======			=======			=======		=======

(3)

NET INCOME (LOSS) PER COMMON SHARE. Net income (loss) per common share was determined by dividing net income (loss), as adjusted, by applicable shares outstanding. For the nine months ended September 30, 2001, the computation of diluted net loss per share was antidilutive; therefore, the amounts reported for basic and diluted loss were the same.

	Three Months Ended September 30						Nine Months Ended September 30
	_________________						_________________
	2001			2000			2001			2000
	_______			_______			_______			_______
	(thousands, except per share amounts)

BASIC

Net income (loss)	$	14,980		$	84,600		$	(841	)	$	155,171
Preferred dividends (a)		(3,138	)		(3,330	)		(9,604	)		(9,912	)
	_______			_______			_______			_______
Basic income (loss)	$	11,842		$	81,270		$	(10,445	)	$	145,259
	=======			=======			=======			=======

	Three Months Ended September 30						Nine Months Ended September 30
	_________________						_________________
	2001			2000			2001			2000
	_______			_______			_______			_______
	(thousands, except per share amounts)

Average shares used to determine basic income (loss) per common share		57,831			57,331			57,558			57,273
	=======			=======			=======			=======
Basic income (loss) per common share	$	0.21		$	1.42		$	(0.18	)	$	2.54
	=======			=======			=======			=======
DILUTED

Basic income (loss)	$	11,842		$	81,270		$	(10,445	)	$	145,259
Preferred dividends eliminated		3,138			3,330			-			9,912
Supplemental ESOP contribution		(2,580	)		(2,844	)		-			(8,471	)
	_______			_______			_______			_______

Diluted income (loss) (b)	$	12,400		$	81,756		$	(10,445	)	$	146,700
	=======			=======			=======			=======
Average shares used to determine basic income (loss) per common share		57,831			57,331			57,558			57,273
Stock options and other		484			214			-			253
Series D Convertible Preferred Stock		3,644			3,839			-			3,902
	_______			_______			_______			_______
Average shares used to determine diluted income (loss) per common share (b)		61,959			61,384			57,558			61,428
	=======			=======			=======			=======
Diluted income (loss) per common share	$	0.20		$	1.33		$	(0.18	)	$	2.39
	=======			=======			=======			=======

(a)	The dividend attributable to our Series D Convertible Preferred Stock held by our ESOP (employee stock ownership plan) is net of a tax benefit.

(b)

Adjustments totaling $1,660,000 for the nine months ended September 30, 2001, which reduced the basic loss to arrive at diluted loss, were excluded because the calculation of diluted loss per share was antidilutive. Also, for the nine months ended September 30, 2001, potentially dilutive common shares of 4,178,000 were excluded from average shares because they were antidilutive.

(4)	COMPREHENSIVE INCOME (LOSS). Comprehensive income (loss) for the periods include the following:

	Three Months Ended September 30					Nine Months Ended September 30
	_________________					_______________
	2001			2000		2001			2000
	_______			_______		_______			_______
	(thousands)

Net income (loss)	$	14,980		$	84,600	$	(841	)	$	155,171
Other comprehensive income (loss)
Cumulative foreign currency translation adjustment, net of income taxes		(4,651	)		7,327		(8,672	)		2,543
Cash flow hedges, net of income taxes		(1,651	)		-		(2,561	)		-
	_______			_______		_______			_______
Comprehensive income (loss), net of income taxes	$	8,678		$	91,927	$	(12,074	)	$	157,714
	=======			=======		=======			=======

For the three and nine months ended September 30, 2001, reclassifications to earnings from the cash flow hedges were not material.

(5)

RECEIVABLES. We have sold fractional ownership interests in a defined pool of trade accounts receivable. At both September 30, 2001 and December 31, 2000, $200 million of sold accounts receivable were excluded from "Receivables" in the accompanying Balance Sheets. At September 30, 2000, $150 million of sold accounts receivable were excluded from the accompanying Balance Sheets, compared with the December 31, 1999, balance of $100 million. The increase in sold accounts receivable of $50 million over the amount at December 31, 1999, provided cash for operations for the nine months ended September 30, 2000. The portion of fractional ownership interest retained by us is included in "Receivables" in the Balance Sheets. This program consists of a revolving sale of receivables committed to by the purchasers for 364 days and is subject to renewal. Receivable securitization costs related to the program are included in "Other (income ) expense, net" in the Statements of Income (Loss). Under the accounts receivable sale agreement, the maximum amount available from time to time is subject to change based on the level of eligible receivables, restrictions on concentrations of receivables, and the historical performance of the receivables we sell.

(6)

DEFERRED SOFTWARE COSTS. We defer software costs that benefit future years. These costs are amortized on the straight-line method over the expected life of the software. "Other assets" in the Balance Sheets includes deferred software costs of $65.8 million, $52.9 million, and $59.7 million at September 30, 2001 and 2000, and December 31, 2000. Amortization of deferred software costs totaled $5.5 million and $14.9 million for the three and nine months ended September 30, 2001, and $3.8 million and $11.0 million for the three and nine months ended September 30, 2000.

(7)	INVENTORIES. Inventories include the following:

	September 30						December 31
	_______________________						___________
		2001			2000			2000
	________			________			___________
	(thousands)

Finished goods and work in process	$	512,013		$	518,639		$	583,030
Logs		38,150			60,609			87,176
Other raw materials and supplies		140,443			147,247			141,888
LIFO reserve		(63,241	)		(64,881	)		(64,265	)
	________			________			___________
	$	627,365		$	661,614		$	747,829
	========			========			===========

(8)

INCOME TAXES. Our effective tax benefit rate for the nine months ended September 30, 2001, was 78.3%, compared with an effective tax provision rate of 40.5% for the nine months ended September 30, 2000. Before nonroutine items, our estimated annual tax provision rate in 2001 is 36.0%, down from the 42.0% annual rate estimated at the end of second quarter. The decrease was due primarily to our charitable donation of surplus property in Vancouver, Washington, for which we will receive a tax benefit. The decrease in the estimated annual tax rate resulted in an out-of-period increase in third quarter basic earnings per share of 5 cents and diluted earnings per share of 4 cents. Our effective tax provision rates were 21.6% and 40.5% for the three months ended September 30, 2001 and 2000. In 2000, our actual tax provision rate was 39.0%. Changes in our tax rates are also due to the sensitivity of the rate to changing income levels and the mix of domestic and forei gn sources of income.

For the three and nine months ended September 30, 2001, we paid income taxes, net of refunds received, of $8.1 million and $18.7 million. We paid $1.2 million and $44.4 million for the same periods in 2000.

(9)

DEBT. We have a revolving credit agreement with 23 major banks that permits us to borrow as much as $600 million at variable interest rates based on the London Interbank Offered Rate (LIBOR). At September 30, 2001, the rate was 3.6%. When the agreement expires in June 2002, any amount outstanding will be due and payable. We intend to negotiate a new revolving credit agreement prior to that date. The revolving credit agreement contains financial covenants relating to minimum net worth, minimum interest coverage ratios, and ceiling ratios of debt to capitalization. Under this agreement, the payment of dividends depends on the existence of and the amount of net worth in excess of the defined minimum. Our net worth at September 30, 2001, exceeded the defined minimum by $105.1 million. At September 30, 2001, the $425.0 million of borrowings outstanding under this agreement were classified in current portion of long-term debt.

In February 2001, we entered into two interest rate swaps with notional amounts of $50 million each and effective fixed interest rates of 5.4% and 5.6% with respect to $100 million of our revolving credit agreement borrowings. The swaps expire in February 2003 and February 2004.

Also at September 30, 2001, we had $51.6 million of short-term borrowings outstanding. At September 30, 2000, we had $21.6 million of short-term borrowings outstanding. The maximum amounts of combined short-term borrowings outstanding during the nine months ended September 30, 2001 and 2000, were $126.9 million and $164.5 million. The average amounts of short-term borrowings outstanding during the nine months ended September 30, 2001 and 2000, were $55.1 million and $93.3 million. The average interest rates for these borrowings were 5.0% for 2001 and 6.6% for 2000.

At September 30, 2001, we had $430 million of unused borrowing capacity registered with the SEC for additional debt securities. In addition, at September 30, 2001, we had registered with the SEC $300 million in universal shelf capacity. Under this registration statement, we may offer and sell in one or more offerings common stock, preferred stock, debt securities, warrants, and/or purchase contracts.

In March 2000, we retired $100 million of 9.9% notes. Our $125.0 million, 9.85% notes mature in June 2002 and are classified in "Current portion of long-term debt" at September 30, 2001.

Cash payments for interest, net of interest capitalized, were $28.7 million and $98.1 million for the three and nine months ended September 30, 2001, and $37.7 million and $114.9 million for the three and nine months ended September 30, 2000.

(10)

BOISE CASCADE OFFICE PRODUCTS CORPORATION (BCOP). In April 2000, we completed a tender offer for the outstanding common stock of BCOP owned by shareholders other than Boise Cascade Corporation. BCOP once again became a wholly owned subsidiary of Boise Cascade Corporation. The purchase price, including transaction costs and payments to shareholders and stock option holders, totaled $216.1 million. It was funded by short-term borrowings and by borrowings under our revolving credit agreement.

On September 28, 2000, BCOP sold its European operations to Guilbert S.A. of France for $335.3 million. After debt repayments of $17.2 million, we received $158.5 million in 2000 and a final payment, net of forward exchange contracts, of $159.6 million in early January 2001. Sales for the operations sold for the nine months ended September 30, 2000, totaled $241.8 million.

BCOP also formed a joint venture with Guilbert to provide service for both companies' multinational customers. Through the joint venture, BCOP is able to serve Guilbert customers in North America, Australia, and New Zealand, and Guilbert is able to serve BCOP customers in Europe and the Middle East.

On October 6, 2000, BCOP acquired Blue Star Business Supplies Group of US Office Products (Blue Star), a distributor of office and educational supplies in Australia and New Zealand, for $114.7 million in cash and the recording of $13.2 million in estimated acquisition liabilities. We have completed development of our business plan for this acquisition. The final amount of acquisition liabilities recorded was not materially different from that originally estimated. We have closed nine acquired distribution centers and will close nine more acquired distribution centers in the upcoming year. Approximately 220 employees have been terminated. Another 170 employees will be terminated over the next year. Charges against the acquisition liability to date totaled $4.7 million. Blue Star had sales of approximately $227.8 million for the nine months ended September 30, 2000.

The acquisition was accounted for under the purchase method of accounting. Accordingly, the purchase price was allocated to the assets acquired and liabilities assumed based upon their estimated fair values. The excess of the purchase price over the estimated fair value of the tangible and intangible net assets acquired was recorded as goodwill. The results of operations of the acquired business are included in our operations following the acquisition date.

In October 2000, BCOP merged Boise Marketing Services, Inc. (BMSI), its majority-owned promotional products subsidiary, with American Identity, a division of IdentityNow. This transaction was accounted for as a business combination under APB Opinion No. 16, Business Combinations. IdentityNow, headquartered in Kansas City, Missouri, is a leading provider of programs for corporate branded merchandise, promotional products, and related items for Fortune 1000 companies. IdentityNow issued shares of its voting common stock in exchange for the assets of BMSI. The assets exchanged were nonmonetary and neither the common stock of BMSI nor IdentityNow is traded on a public exchange. Based on the post-merger business plan and cash flow projections, the value of the IdentityNow common stock received was equal to the value of the BMSI assets contributed. Accordingly, no gain or loss was recorded on the transaction.

On a pro forma basis, if our 2000 acquisition and divestitures had occurred on January 1, 2000, sales for the first nine months of 2000 would have decreased by $81.6 million, while net income and diluted earnings per share would not have materially changed. This unaudited pro forma financial information does not necessarily represent what would have occurred if the transactions had taken place on the dates assumed.

(11)

BUILDING PRODUCTS ACQUISITION. On June 30, 2000, we acquired Alliance Forest Products-Joists, Inc. (AllJoist). Formerly a subsidiary of Alliance Forest Products, Inc., AllJoist operates a wood I-joist manufacturing plant in St. Jacques, New Brunswick, Canada. The purchase price was $14.6 million in cash.

This acquisition was accounted for under the purchase method of accounting. Accordingly, the purchase price was allocated to the assets acquired and liabilities assumed based upon their estimated fair values. The excess of the purchase price over the estimated fair value of the tangible and intangible net assets acquired was recorded as goodwill. The results of operations of the acquired business are included in our operations following the acquisition date.

On a pro forma basis, if the AllJoist acquisition had occurred on January 1, 2000, sales for the first nine months of 2000 would have increased by $11 million, while net income and diluted earnings per share would not have materially changed. This unaudited pro forma financial information does not necessarily represent what would have occurred if the acquisition had taken place on the date assumed.

(12)

FINANCIAL INSTRUMENTS. On January 1, 2001, we adopted Statement of Financial Accounting Standards (SFAS) No. 133, Accounting for Derivative Instruments and Hedging Activities, as amended. Adoption of this statement did not have a material impact on our results of operations or financial position.

At September 30, 2001, we had foreign exchange contracts that were purchased to mitigate exchange risk related to 184.8 million New Zealand dollar-denominated receivables. Exchange gains and losses on the forward exchange contracts partially offset exchange gains or losses on the receivables. These contracts mature in November 2001, had a notional amount in New Zealand dollars of 160.0 million, a weighted average contractual exchange rate of 0.44136, and a fair value of a positive $5.8 million at September 30, 2001, based on the spot rate on that date. Gains and losses on these contracts are recognized in income as they occur.

In February 2001, we entered into two interest rate swaps with notional amounts of $50 million each, maturing in February 2003 and February 2004. The swaps hedge the variable cash flow risk from the variable interest payments on $100 million of our current and anticipated future revolving credit agreements. The effective fixed interest rates resulting from the swaps are 5.4% and 5.6%. The fair value of these swaps, net of taxes, is recorded in "Accumulated other comprehensive income (loss)" and then reclassified to interest expense as interest expense is recognized on the revolving credit agreement. There is no ineffectiveness related to these hedges.

We are exposed to modest credit-related risks in the event of nonperformance by counterparties to these forward exchange contracts and interest rate swaps; however, we do not expect the counterparties, who are all major financial institutions, to fail to meet their obligations.

(13)

RESTRUCTURING ACTIVITIES. In February 2001, we announced the permanent closure of our plywood and lumber operations in Emmett, Idaho, and our sawmill in Cascade, Idaho, due to the steady decline in federal timber offered for sale. We completed these closures in the second quarter, and 373 positions were eliminated. Related to these closures, in first quarter 2001, we recorded a pretax charge of $54.0 million. Sales for our Idaho operations for the nine months ended September 30, 2001 and 2000, were $59.4 million and $86.9 million. Sales for the years ended December 31, 2000 and 1999, were $115.8 million and $138.6 million. Our operating loss for the nine months ended September 30, 2001, was $5.5 million, while our operating income for the nine months ended September 30, 2000, was $1.9 million. Operating income for the years ended December 31, 2000 and 1999, was $2.2 million and $15.4 million.

In addition, as a result of a decision to stop development of operations in Chile, in first quarter 2001, we wrote off our investment in assets in that country with a pretax charge of $4.9 million. We recorded both of these charges in our building products segment and in "Other (income) expense, net" in the Statement of Income (Loss) for the nine months ended September 30, 2001.

Restructuring reserve liability account activity related to these 2001 charges is as follows:

	Asset Write- Downs			Employee- Related Costs			Other Exit Costs			Total
	_______			_________			_______			_______
	(thousands)

2001 expense recorded	$	21,300		$	15,000		$	22,600		$	58,900
Assets written down		(21,300	)		-			-			(21,300	)
Pension liability recorded		-			(9,600	)		-			(9,600	)
Charges against the reserve		-			(4,000	)		(7,700	)		(11,700	)
	_______			_________			_______			_______
Restructuring reserve at September 30, 2001	$	-		$	1,400		$	14,900		$	16,300
	=======			=========			=======			=======

In 1998, we recorded restructuring charges totaling $118.9 million related to the closure of two wood products facilities and companywide cost-reduction and restructuring initiatives. This restructuring is complete, with the exception of a few ongoing severance payments and cleanup costs. During third quarter 2001, we revised the amount of the wood products restructuring reserve. Our estimated cleanup costs were less costly than anticipated, so we reversed $1.0 million of charges related to this reserve which increased pretax income. Remaining reserves included in "Accrued liabilities, other" at September 30, 2001, totaled $2.0 million, compared with $4.6 million at September 30, 2000, and $3.9 million at December 31, 2000.

(14)

RECLASSIFICATIONS. In September 2000, the Emerging Issues Task Force of the Financial Accounting Standards Board (FASB) issued a consensus on Issue 00-10, Accounting for Shipping and Handling Fees and Costs. This consensus, which became effective and was adopted by us in fourth quarter 2000, requires that amounts billed to customers for shipping be included as a revenue and that amounts paid by us for shipping be included as a cost. To comply with this consensus, reclassifications were made to increase both "Sales" and "Materials, labor, and other operating expenses" by $49.9 million and $148.1 million for the three and nine months ended September 30, 2000.

(15)

NEW ACCOUNTING STANDARDS. In July 2001, the FASB issued SFAS No. 141, Business Combinations and SFAS No. 142, Goodwill and Other Intangible Assets. The provisions of Statement No. 141 became effective July 1, 2001. The provisions of Statement No. 142 will become effective on January 1, 2002. We are still evaluating the impact of these statements on our results of operations and financial position. Our preliminary assessment indicates that Statement No. 141 will have little impact on us. Our recent acquisitions have been accounted for on the purchase method of accounting, which is continued in the new standard. Statement No. 142 requires us to annually assess our acquired goodwill for impairment. We will complete that initial assessment in accordance with the provisions of the standard in 2002. We will also stop amortization of goodwill effective January 1, 2002. We estimate that for the year 2002, this will decrease amortization e xpense before tax $10 million to $11 million which will result in a 13 cents to 15 cents increase in diluted earnings per share.

In August 2001, the FASB issued SFAS No. 143, Accounting for Asset Retirement Obligations. This statement addresses financial accounting and reporting obligations associated with the retirement of tangible long-lived assets and the associated asset retirement costs. This statement will change our accounting for landfill closure costs. We currently accrue for the estimated costs of closure over the expected useful life of the landfill. These costs have not been material in any individual year. We are still assessing the impact of this statement on our results of operations and financial position. We will adopt this statement January 1, 2003.

In August 2001, the FASB issued SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets. This statement addresses financial accounting and reporting for the impairment or disposal of long-lived assets. We do not expect this statement to have any significant impact on our results of operations and financial position when we adopt it January 1, 2002..

(16)	SEGMENT INFORMATION. There are no differences from our last annual report in our basis of segmentation or in our basis of measurement of segment profit or loss. An analysis of our operations by segment is as follows:

										Income
										(Loss)
										Before
	Sales (a)									Taxes and
	______________________________________									Minority
	Trade			Intersegment			Total			Interest (b)
	____________		___________				____________			____________
	(thousands)

Three Months Ended September 30, 2001
Office products	$	847,608	$		534		$	848,142		$	36,951
Building products		639,706			6,735			646,441			14,192
Paper and paper products		381,806			104,270			486,076			15,271
Corporate and other		5,316			12,861			18,177			(15,720	)
	____________		___________				____________			____________
Total		1,874,436			124,400			1,998,836			50,694
Intersegment eliminations		-			(124,400	)		(124,400	)		-
Interest expense		-			-			-			(31,592	)
	____________		___________				____________			____________
Consolidated totals	$	1,874,436	$		-		$	1,874,436		$	19,102
	============		===========				============			============

Three Months Ended September 30, 2000
Office products	$	935,055	$		564		$	935,619		$	136,296	(c)
Building products		623,790			7,633			631,423			6,673
Paper and paper products		405,444			109,392			514,836			53,695
Corporate and other		6,831			11,686			18,517			(15,213	)
	____________		___________				____________			____________
Total		1,971,120			129,275			2,100,395			181,451
Intersegment eliminations		-			(129,275	)		(129,275	)		-
Interest expense		-			-			-			(39,324	)
	____________		___________				____________			____________
Consolidated totals	$	1,971,120	$		-		$	1,971,120		$	142,127
	============		===========				============			============

(a)

Reclassifications were made to the 2000 sales to comply with the Emerging Issues Task Force consensus on Issue 00-10 (see Note 14).

(b)

Interest income has been allocated to our segments in the amounts of $0.5 million and $0.2 million for the three months ended September 30, 2001 and 2000.

(c)

Includes a $97.8 million gain from the sale of our European operations (see Note 10).

									Income
									(Loss)
									Before
	Sales (a)								Taxes and
	______________________________________								Minority
	Trade		Intersegment			Total			Interest (b)
	____________		___________			____________			____________
	(thousands)

Nine Months Ended September 30, 2001
Office products	$	2,677,903	$	1,750		$	2,679,653		$	106,792
Building products		1,829,027		21,439			1,850,466			(27,794	) (c)
Paper and paper products		1,141,506		326,810			1,468,316			64,464
Corporate and other		17,039		38,148			55,187			(50,365	) (d)
	____________		___________			____________			____________
Total		5,665,475		388,147			6,053,622			93,097
Intersegment eliminations		-		(388,147	)		(388,147	)		-
Interest expense		-		-			-			(97,878	)
	____________		___________			____________			____________
Consolidated totals	$	5,665,475	$	-		$	5,665,475		$	(4,781	)
	============		===========			============			============

Nine Months Ended September 30, 2000
Office products	$	2,774,026	$	1,842		$	2,775,868		$	202,574	(e)
Building products		1,913,725		24,243			1,937,968			50,039
Paper and paper products		1,232,717		326,995			1,559,712			162,527
Corporate and other		21,420		34,149			55,569			(34,801	)
	____________		___________			____________			____________
Total		5,941,888		387,229			6,329,117			380,339
Intersegment eliminations		-		(387,229	)		(387,229	)		-
Interest expense		-		-			-			(113,759	)
	____________		___________			____________			____________
Consolidated totals	$	5,941,888	$	-		$	5,941,888		$	266,580
	============		===========			============			============

(a)

Reclassifications were made to the 2000 sales to comply with the Emerging Issues Task Force consensus on Issue 00-10 (see Note 14).

(b)

Interest income has been allocated to our segments in the amounts of $1.6 million and $1.3 million for the nine months ended September 30, 2001 and 2000.

(c)

Includes a $58.9 million pretax charge related to the closure of two mills in Idaho and a write-off of our investment in assets in Chile (see Note 13).

(d)

Includes $10.9 million pretax, noncash charge to accrue for a one-time liability related to postretirement benefits (see Note 2).

(e)

Includes a $97.8 million gain from the sale of our European operations (see Note 10).

(17)

LITIGATION AND LEGAL MATTERS. In March 2000, the Environmental Protection Agency (EPA) issued the company a Notice of Violation (NOV) alleging violations of the Clear Air Act at seven plywood plants and one particleboard plant for the period 1979 through 1998. In March 2001, the EPA issued a second NOV, supplementing the original notice. No civil or criminal actions have been filed with regard to these allegations. The NOV, however, sets forth the EPA's authority to seek, among other things, penalties of up to $27,500 per day for each violation. We believe federal statutes of limitation would limit any penalties assessed to a five-year period. We are negotiating with the EPA to resolve these allegations. The company has had several meetings and exchanged correspondence regarding a resolution of the issues raised by the NOVs. Settlements by other companies in the wood products industry that have received similar NOVs have involved the payment of penalties and agreements to install emission control equipment and undertake supplemental environmental projects. The effect of this NOV on our results of operations or financial position is unknown at this time.

We are involved in other litigation and administrative proceedings primarily arising in the normal course of our business. In the opinion of management, our recovery, if any, or our liability, if any, under these pending litigation or administrative proceedings would not materially affect our results of operations or financial position.

ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

	Three Months Ended September 30				Nine Months Ended September 30
	__________________________				__________________________
		2001		2000		2001			2000
	___________		___________		___________			___________

Sales	$	1.9 billion	$	2.0 billion	$	5.7 billion		$	5.9 billion
Net income (loss)	$	15.0 million	$	84.6 million	$	(0.8) million		$	155.2 million
Net income (loss) per basic share		$0.21		$1.42		$(0.18	)		$2.54
Net income (loss) per diluted share		$0.20		$1.33		$(0.18	)		$2.39
Net income before nonroutine items	$	12.2 million	$	27.4 million	$	41.8 million		$	98.0 million
Net income per basic share before
nonroutine items		$0.16		$0.42		$0.56			$1.54
Net income per diluted share before
nonroutine items		$0.16		$0.40		$0.55			$1.46

	(percentage of sales)

Materials, labor, and other operating expenses		81.2%		80.2%		80.7%			79.7%
Selling and distribution expenses		10.1%		10.0%		10.5%			10.1%
General and administrative expenses		1.8%		1.7%		1.7%			1.6%

Nonroutine Items. In February 2001, we announced the permanent closure of our plywood and lumber operations in Emmett, Idaho, and our sawmill in Cascade, Idaho. We completed these closures in the second quarter. Related to these closures, in first quarter 2001, we recorded a pretax charge of $54.0 million. In addition, as a result of a decision to stop development of operations in Chile, in first quarter 2001, we wrote off our investment in assets in that country with a pretax charge of $4.9 million. We recorded both of these charges in our building products segment and in "Other (income) expense, net" in the Statement of Income (Loss) for the nine months ended September 30, 2001. Additional information on these charges is in the results of operations for building products.

In first quarter 2001, our corporate and other segment recorded a $10.9 million pretax, noncash charge to accrue for a one-time liability related to postretirement benefits for our Northwest hourly paperworkers. These workers participate in a multiemployer trust which is converting to a single employer trust. This charge was recorded in "Other (income) expense, net" in the Statement of Income (Loss).

The net impact of the nonroutine items in 2001 decreased net income $42.6 million and basic and diluted income per share 74 cents and 73 cents, respectively, for the nine months ended September 30, 2001.

In third quarter 2000, our office products distribution business sold its European office products operations to Guilbert S.A. of France. The sale resulted in a pretax gain of $97.8 million, which is recorded in "Other (income) expense, net" and in the office products segment for the three and nine months ended September 30, 2000. We also entered into forward contracts for the purchase of Australian dollars in anticipation of our acquisition in October 2000 of the Blue Star Business Supplies Group of US Office Products in Australia and New Zealand. These contracts resulted in foreign exchange losses in our corporate and other segment of $1.7 million for the three and nine months ended September 30, 2000. The net impact of these year 2000 nonroutine items on the three and nine months ended September 30, 2000, increased net income $57.2 million, or $1.00 per basic share and 93 cents per diluted share.

Overview. The sales decrease between the three months ended September 30, 2001, and the same period in 2000, was a result of a 9% decrease in office products sales and a 6% decrease in paper and paper products sales, offset by a 2% increase in building products sales. The sales decrease between the nine months ended September 30, 2001, and the same period in 2000, was a result of a 6% decrease in paper and paper products sales, a 5% decrease in building products sales, and a 3% decrease in office products sales. See the discussion of the results of operations by segment for additional detail.

Materials, labor, and other operating expenses increased as a percent of sales for the three and nine months ended September 30, 2001, because of higher energy costs in paper and paper products and overall lower sales. Selling and distribution expense as a percent of sales was higher for the three and nine months ended September 30, 2001, compared with the same periods in 2000 due to decreases in sales caused by lower selling prices without a corresponding decrease in fixed selling and distribution expenses. General and administrative expenses increased as a percent of sales for the three and nine months ended September 30, 2001, compared with the same period in 2000, due to the lower sales. See the results of operations by segment for additional detail.

Interest expense was $31.6 million and $39.3 million for the three months ended September 30, 2001 and 2000, compared with $97.9 million and $113.8 million for the nine months ended September 30, 2001 and 2000. The variances were due to lower debt levels and interest rates.

Our effective tax benefit rate for the nine months ended September 30, 2001, was 78.3%, compared with an effective tax provision rate of 40.5% for the nine months ended September 30, 2000. Before nonroutine items, our estimated annual tax provision rate in 2001 is 36.0%, down from the 42.0% annual rate estimated at the end of second quarter. The decrease was due primarily to our charitable donation of surplus property in Vancouver, Washington, for which we will receive a tax benefit. The decrease in the estimated annual tax rate resulted in an out-of-period increase in third quarter basic earnings per share of 5 cents and diluted earnings per share of 4 cents. Our effective tax provision rates were 21.6% and 40.5% for the three months ended September 30, 2001 and 2000. In 2000, our actual tax provision rate was 39.0%. Changes in our tax rates are also due to the sensitivity of the rate to changing income levels and the mix of domestic and foreign sources of income.

For the three months ended September 30, 2001, net income decreased 55% compared with net income before nonroutine items for the three months ended September 30, 2000, in large part due to lower weighted average paper prices and higher energy costs in our paper products business.

For the nine months ended September 30, 2001, net income decreased 57% compared with net income before nonroutine items for the nine months ended September 30, 2000, as a result of lower weighted average paper prices and higher energy and chemical costs in our paper products business, as well as lower wood product sales prices in our building products segment. See the discussion of the results of operations by segment for additional detail.

OFFICE PRODUCTS DISTRIBUTION

	Three Months Ended September 30				Nine Months Ended September 30
	___________________________				____________________________
		2001		2000		2001		2000
	___________		___________		____________		_____________

Sales	$	848.1 million	$	935.6 million	$	2,679.7 million	$	2,775.9 million
Segment income	$	37.0 million	$	136.3 million	$	106.8 million	$	202.6 million
Segment income before nonroutine items	$	37.0 million	$	38.5 million	$	106.8 million	$	104.8 million


	(percentage of sales)

Gross profit margin		24.1%		24.0%		24.0%		24.2%
Operating expenses		19.7%		9.4%		20.0%		16.9%
Operating expenses before nonroutine items		19.7%		19.9%		20.0%		20.5%
Operating profit		4.4%		14.6%		4.0%		7.3%
Operating profit before nonroutine items		4.4%		4.1%		4.0%		3.8%

Acquisitions and Divestitures. In April 2000, we completed a tender offer for the outstanding common stock of Boise Cascade Office Products Corporation (BCOP) owned by shareholders other than Boise Cascade Corporation. BCOP once again became a wholly owned subsidiary of Boise Cascade Corporation. The purchase price, including transaction costs and payments to shareholders and stock option holders, totaled $216.1 million.

On September 28, 2000, BCOP sold its European operations to Guilbert S.A. of France for $335.3 million. After debt repayments of $17.2 million, we received $158.5 million in 2000 and a final payment, net of forward exchange contracts, of $159.6 million in early January 2001. The sale resulted in a pretax gain for the three and nine months ended September 30, 2000, of $97.8 million, which is recorded in "Other income (expense), net." Sales for the operations sold for the nine months ended September 30, 2000, totaled $241.8 million.

BCOP also formed a joint venture with Guilbert to provide service for both companies' multinational customers. Through the joint venture, BCOP is able to serve Guilbert customers in North America, Australia, and New Zealand, and Guilbert is able to serve BCOP customers in Europe and the Middle East.

On October 6, 2000, BCOP acquired Blue Star Business Supplies Group of US Office Products (Blue Star), a distributor of office and educational supplies in Australia and New Zealand, for $114.7 million in cash and the recording of $13.2 million in estimated acquisition liabilities. We have completed development of our business plan for this acquisition. The final amount of acquisition liabilities recorded was not materially different from that originally estimated. We have closed nine acquired distribution centers and will close nine more acquired distribution centers in the upcoming year. Approximately 220 employees have been terminated. Another 170 employees will be terminated over the next year. Charges against the acquisition liability to date totaled $4.7 million. Blue Star had sales of approximately $227.8 million for the nine months ended September 30, 2000.

In October 2000, BCOP merged Boise Marketing Services, Inc. (BMSI), its majority-owned promotional products subsidiary, with American Identity, a division of IdentityNow. This transaction was accounted for as a business combination under APB Opinion No. 16, Business Combinations. IdentityNow, headquartered in Kansas City, Missouri, is a leading provider of programs for corporate branded merchandise, promotional products, and related items for Fortune 1000 companies. IdentityNow issued shares of its voting common stock in exchange for the assets of BMSI. The assets exchanged were nonmonetary and neither the common stock of BMSI nor IdentityNow is traded on a public exchange. Based on the post-merger business plan and cash flow projections, the value of the IdentityNow common stock received was equal to the value of the BMSI assets contributed. Accordingly, no gain or loss was recorded on the transaction.

On a pro forma basis, if our 2000 acquisition and divestitures had occurred on January 1, 2000, sales for the first nine months of 2000 would have decreased by $81.6 million, while net income and diluted earnings per share would not have materially changed. The above unaudited pro forma financial information does not necessarily represent what would have occurred if the acquisitions and divestitures had taken place on the dates assumed.

Operating Results. Sales decreased 9% for the three months ended September 30, 2001, and decreased 3% for the nine months ended September 30, 2001, compared with the same periods in 2000. Same-location sales decreased 7% for the three months ended September 30, 2001, and were flat for the nine months ended September 30, 2001, compared with the same periods in 2000. Total sales decreased at a higher rate than same-location sales because divestitures were not totally offset by acquisitions. The decrease in same-location sales was mainly due to the slowing U.S. economy that resulted in our existing U.S. customers making fewer purchases.

For the three months ended September 30, 2001, segment income decreased over the same period in 2000, before nonroutine items due to the declining sales discussed above. However, the sales decline was partially offset by improved gross profit margins. Our gross profit margins improved due to higher merchandise margins in the U.S. The improvements were due mainly to eliminating unprofitable accounts and exiting the low-margin computer hardware business. The improvement would have been greater, period over period, except that third quarter 2000 included the now sold European operations which had a higher gross profit margin than our other operations. Operating expenses before nonroutine items as a percent of sales decreased due to our continued efforts to reduce our cost structure and to the sale of the European operations that also had higher operating expenses as a percent of sales than our other operations. As a result of the improvement in gross profit margins and decreased operating expenses, o ur operating profit as a percentage of sales improved in third quarter 2001 compared to third quarter 2000 before nonroutine items.

For the nine months ended September 30, 2001, segment income increased over the same period in 2000 before nonroutine items. The cost control efforts discussed above resulted in higher operating profit as a percent of sales for the first nine months of 2001 compared with the same period in 2000 before nonroutine items. The gross profit margin and operating expenses as a percent of sales before nonroutine items were both higher for the nine months ended September 30, 2000, compared to the same period in 2001, due to the impact of the now sold European operations.

BUILDING PRODUCTS

	Three Months Ended September 30							Nine Months Ended September 30
	________________________							___________________________
		2001			2000					2001			2000
	___________			___________				____________				____________

Sales	$	646.4 million	$			631.4 million	$		1,850.5 million		$			1,938.0 million
Segment income (loss)	$	14.2 million	$			6.7 million	$		(27.8) million		$			50.0 million
Segment income (loss) before nonroutine items	$	14.2 million	$			6.7 million	$		31.1 million		$			50.0 million

Sales Volumes
Plywood (1,000 sq. ft. 3/8" basis)		455,682				479,320			1,396,396					1,423,547
OSB (1,000 sq. ft. 3/8" basis) (a)		90,259				98,228			280,884					302,853
Lumber (1,000 board ft.)		93,356				103,102			299,935					346,202
LVL (100 cubic ft.)		18,016				16,822			52,170					48,930
I-joists (1,000 equivalent lineal ft.)		41,924				43,765			123,805					110,153
Particleboard (1,000 sq. ft. 3/4" basis)		49,518				48,850			147,847					146,399
Building materials distribution (millions of sales dollars)	$	443	$			415	$		1,237		$			1,255

Average Net Selling Prices (b)
Plywood (1,000 sq. ft. 3/8" basis)	$	242	$			227	$		234		$			237
OSB (1,000 sq. ft. 3/8" basis)		142				144			132					189
Lumber (1,000 board ft.)		444				415			433					479
LVL (100 cubic ft.)		1,471				1,555			1,509					1,556
I-joists (1,000 equivalent lineal ft.)		900				941			898					965
Particleboard (1,000 sq. ft. 3/4" basis)		245				287			250					294

(a) Includes 100% of the sales of Voyageur Panel, of which we own 47%.

(b) Gross invoice price less trade discounts and freight costs.

Nonroutine Items. In February 2001, we announced the permanent closure of our plywood and lumber operations in Emmett, Idaho, and our sawmill in Cascade, Idaho, due to the steady decline in federal timber offered for sale. We completed these closures in the second quarter, and 373 positions were eliminated. Related to these closures, in first quarter 2001, we recorded a pretax charge of $54.0 million. Sales for our Idaho operations for the nine months ended September 30, 2001 and 2000, were $59.4 million and $86.9 million. Sales for the years ended December 31, 2000 and 1999, were $115.8 million and $138.6 million. Our operating loss for the nine months ended September 30, 2001, was $5.5 million, while our operating income for the nine months ended September 30, 2000, was $1.9 million. Operating income for the years ended December 31, 2000 and 1999, was $2.2 million and $15.4 million.

In addition, as a result of a decision to stop development of operations in Chile, we wrote off our investment in assets in that country with a pretax charge of $4.9 million. We recorded both of these charges in our building products segment and in "Other (income) expense, net" in the Statement of Income (Loss) for the nine months ended September 30, 2001.

Restructuring reserve liability account activity related to these 2001 charges is as follows:

	Asset Write- Downs			Employee- Related Costs			Other Exit Costs			Total
	_______			________			______			_______
	(thousands)

2001 expense recorded	$	21,300		$	15,000		$	22,600		$	58,900
Assets written down		(21,300	)		-			-			(21,300	)
Pension liability recorded		-			(9,600	)		-			(9,600	)
Charges against the reserve		-			(4,000	)		(7,700	)		(11,700	)
	_______			________			______			_______
Restructuring reserve at September 30, 2001	$	-		$	1,400		$	14,900		$	16,300
	=======			========			======			=======

Asset write-downs were for plant and equipment at the Idaho facilities and the write-off of our equity investment in and related receivables from a joint venture in Chile. Employee-related costs include pension curtailment costs arising from the shutdowns of the Idaho facilities and severance costs. Other exit costs include tear-down and environmental cleanup costs related to the Idaho facilities and reserves for contractual obligations with no future benefit. We estimate that these closures will require cash outlays of about $14.3 million in 2001. We spent approximately $11.7 million in the first nine months of 2001. Most of the remaining reserve balance will be spent in 2002. These restructuring reserve liabilities are included in "Accrued liabilities, other" in the accompanying Balance Sheet.

Acquisitions. On June 30, 2000, we acquired Alliance Forest Products-Joists, Inc. (AllJoist). Formerly a subsidiary of Alliance Forest Products, Inc., AllJoist operates a wood I-joist manufacturing plant in St. Jacques, New Brunswick, Canada. The purchase price was $14.6 million in cash.

On a pro forma basis, if the AllJoist acquisition had occurred on January 1, 2000, sales for the first nine months of 2000 would have increased by $11 million, while net income and diluted earnings per share would not have materially changed. This unaudited pro forma financial information does not necessarily represent what would have occurred if the acquisition had taken place on the date assumed.

Operating Results Before Nonroutine Items. The 2% increase in sales for the three months ended September 30, 2001, compared with the same period in 2000, was due in part to a 7% improvement in building materials distribution sales, as well as 7% higher average lumber and plywood prices. This was partially offset by decreased unit sales volumes for plywood, OSB, lumber, and I-joists. The decline in unit sales volumes for plywood and lumber was due to the closure of our Idaho operations in June 2001. Also average LVL, I-joists, and OSB prices were 5%, 4%, and 1% lower, respectively, than those of a year ago.

Sales for the nine months ended September 30, 2001, decreased 5% compared with the same period in 2000. The decline was due to lower sales prices for all our products. OSB prices declined 30% and lumber prices declined 10%. Building materials distribution sales declined 1% compared with the same nine months in 2000.

The 113% increase in operating income for the three months ended September 30, 2001, compared with the same period in 2000, was due in large part to 7% higher average lumber and plywood prices. The 38% decrease in operating income before nonroutine items for the nine months ended September 30, 2001, compared with the same period in 2000, was due to the lower wood product prices. This was partially offset by favorable period to period costs with favorable wood costs more than offsetting increased conversion and distribution costs.

PAPER AND PAPER PRODUCTS

	Three Months Ended September 30				Nine Months Ended September 30
	________________________				___________________________
		2001		2000		2001		2000
	___________		___________		____________		____________

Sales	$	486.1 million	$	514.8 million	$	1,468.3 million	$	1,559.7 million
Segment income	$	15.3 million	$	53.7 million	$	64.5 million	$	162.5 million

Sales Volumes
(thousands of short tons)
Uncoated free sheet		336		343		1,032		1,056
Containerboard		172		170		479		508
Newsprint		101		100		280		314
Other		45		33		116		114
		_____		_____		_____		_____
Total		654		646		1,907		1,992
		=====		=====		=====		=====
Average Net Selling Prices (a)
(per short ton)
Uncoated free sheet	$	736	$	761	$	752	$	771
Containerboard		376		416		383		403
Newsprint		485		470		502		441

(a) Gross invoice price less trade discounts and freight cost.

Operating Results. The decrease in sales in both periods of 2001 compared to 2000 was due to decreases in weighted average paper prices. In the third quarter 2001, weighted average paper prices decreased 5% from third quarter 2000. Year-to-date weighted average paper prices decreased 2%, while unit, year-to-date sales volume decreased 4%. During the third quarter 2001, we took about 96,000 tons of capital project-, market-, and maintenance-related curtailment, bringing the total to 191,000 tons for the year. This compares with 30,000 tons taken during third quarter 2000, bringing the total to 105,000 tons for the nine months ended September 30, 2000. Segment income decreased significantly for both periods in 2001 due to the price and volume factors discussed above and higher energy costs. Unit manufacturing costs increased about 3% in the third quarter, compared with a year ago. Year-to-date unit costs increased 7% compared with the prior year. Higher ener gy costs and a decline in production accounted for the increased unit costs in both comparison periods.

FINANCIAL CONDITION AND LIQUIDITY

Operating Activities. For the first nine months of 2001, operations provided $273.4 million in cash compared with $397.5 million for the same period in 2000. For the nine months ended September 30, 2001, net income items provided $284.9 million of cash, and unfavorable changes in working capital items used $11.5 million. For the first nine months of 2000, net income provided $333.7 million of cash, and favorable working capital items added $63.8 million. We have sold fractional ownership interests in a defined pool of trade accounts receivable. At September 30, 2000, $150 million of sold accounts receivable were excluded from "Receivables" in the accompanying Balance Sheets, compared with the December 31, 1999, balance of $100 million. The increase in sold accounts receivable of $50 million over the amount at December 31, 1999, provided cash for operations for the nine months ended September 30, 2000. Our current ratio was 0. 89:1 at September 30, 2001, and 1.78:1 at September 30, 2000, compared with 1.55:1 at December 31, 2000. The change in the current ratio is primarily the result of $425.0 million of borrowings under our revolving credit agreement and $125.0 million of our 9.85% notes being classified from long-term debt to current portion of long-term debt.

Investing Activities. Cash used for investment was $103.1 million for the first nine months of 2001 and was $308.9 million for the same period in 2000. Cash expenditures for property and equipment, timber and timberlands, and investments in equity affiliates totaled $231.2 million in 2001 and $204.6 million in 2000. In September 2000, we received $157.8 million for the sale of our European operations. In early January 2001, we received a final payment, net of forward exchange contracts, of $159.6 million for the note receivable from this sale. We used $216.1 million of cash for the purchase of the BCOP minority shares in 2000.

In 2001 we expect to spend around $325 million in capital expenditures, excluding acquisitions. These amounts include approximately $33 million for our environmental compliance program. We have begun construction of a new facility in Washington to manufacture wood-plastic composite building products. The total cost of this facility is expected to be $75 million to $80 million, with $30 million to $35 million of the spending occurring in 2001.

We also expect to spend $25 million to $30 million in 2001 to build and operate a veneer and plywood mill in the city of Guaiba, Rio Grande do Sul, Brazil. The mill will use plantation eucalyptus to produce veneer that will be used primarily to make laminated veneer lumber at our plant in Alexandria, Louisiana. We acquired about 35,000 acres of existing eucalyptus plantation land. The plant is slated for start-up in late 2001.

The balance of our capital spending will be for quality and efficiency projects, replacement, and modest purchases of timber and timberlands.

Financing Activities. Cash used for financing was $163.3 million for the first nine months of 2001. Cash used for financing was $5.8 million for the first nine months of 2000. Dividend payments totaled $33.6 million and $33.9 million for the first nine months of 2001 and 2000. In both years, our quarterly dividend was 15 cents per common share.

Changes in short-term borrowings represent net changes in notes payable as we manage our cash flow needs. Additions to long-term debt for the nine months ended September 30, 2001, included $14.6 million of bank debt for our Australian operations. Payments of long-term debt in this period included $125.0 million under our revolving credit agreement and repayment of $30.0 million of medium-term notes. Additions to long-term debt for the nine months ended September 30, 2000, included $175.0 million of borrowings under our revolving credit agreement. Payments of long-term debt in this period included retirement of $100.0 million of 9.9% notes.

At September 30, 2001 and 2000, we had $1.8 billion and $1.9 billion of debt outstanding. At December 31, 2000, we had $1.9 billion of debt outstanding. Our debt-to-equity ratio was 1.02:1 and 1.10:1 at September 30, 2001 and 2000. Our debt-to-equity ratio was 1.09:1 at December 31, 2000.

Our debt and debt-to-equity ratio include the guarantee by the company of the remaining $99.4 million of debt incurred by the trustee of our leveraged employee stock ownership plan. While that guarantee has a negative impact on our debt-to-equity ratio, it has virtually no effect on our cash coverage ratios or on other measures of our financial strength.

At September 30, 2001, we had $51.6 million of short-term borrowings outstanding. At September 30, 2000, we had $21.6 million of short-term borrowings outstanding. The maximum amounts of combined short-term borrowings outstanding during the nine months ended September 30, 2001 and 2000, were $126.9 million and $164.5 million. The average amounts of short-term borrowings outstanding during the nine months ended September 30, 2001 and 2000, were $55.1 million and $93.3 million. The average interest rates for these borrowings were 5.0% for 2001 and 6.6% for 2000.

We have a revolving credit agreement with 23 major banks that permits us to borrow as much as $600 million at variable interest rates based on the London Interbank Offered Rate (LIBOR). At September 30, 2001, the rate was 3.6% and there were $425.0 million of borrowings outstanding under this agreement. When the agreement expires in June 2002, any amount outstanding will be due and payable. We intend to negotiate a new revolving credit agreement prior to that date. The revolving credit agreement contains financial covenants relating to minimum net worth, minimum interest coverage ratios, and ceiling ratios of debt to capitalization. Under this agreement, the payment of dividends depends on the existence of and the amount of net worth in excess of the defined minimum. Our net worth at September 30, 2001, exceeded the defined minimum by $105.1 million.

Under pension accounting rules, we are required to adjust our minimum pension liability at the end of each year. The amount of minimum pension liability is partially determined based on the return on plan assets. If negative returns in the equity markets continue and we do not make additional discretionary contributions to our plans, our minimum pension liability at December 31, 2001, may increase significantly over the amount recorded at December 31, 2000. An increase in minimum pension liability would result in a decrease in shareholders' equity in "Accumulated other comprehensive loss." If the net decrease in shareholders' equity is sufficiently large, our net worth at December 31, 2001, may not be in excess of the defined minimum in our revolving credit agreement.

As we do each year, we are also evaluating our future pension assumptions. Decreases in both our long-term asset return assumptions and actual performance could significantly increase our future years' pension expense and cash pension contribution requirements.

In February 2001, we entered into two interest rate swaps with notional amounts of $50 million each and effective fixed interest rates of 5.4% and 5.6% with respect to $100 million of our revolving credit agreement borrowings. The swaps expire in February 2003 and February 2004.

Our $125.0 million, 9.85% notes mature in June 2002.

Additional information about our credit agreements and debt is in Note 9 accompanying our financial statements.

At September 30, 2001, we had $430 million of unused borrowing capacity registered with the Securities and Exchange Commission (SEC) for additional debt securities. In addition, at September 30, 2001, we had registered with the SEC $300 million in universal shelf capacity. Under this registration statement, we may offer and sell in one or more offerings common stock, preferred stock, debt securities, warrants, and/or purchase contracts.

Our cash requirements going forward will be funded through a combination of cash flows from operations, borrowings under our existing credit facilities, issuance of new debt or equity securities, and possible sale of assets.

We believe inflation has not had a material effect on our financial condition or results of operations; however, there can be no assurance that we will not be affected by inflation in the future. Our overall sales are not subject to significant seasonal variations.

OUTLOOK

The terrorist attacks in New York City and Washington, D.C., on September 11 delivered a shock to the U.S. economy, which was already weak. Each of our businesses was hurt by a drop in demand. Although demand has recovered partially since mid-September and our businesses have operated well, it is very difficult to predict the pace and strength of any further recovery.

Looking ahead, our office products business will be significantly influenced by white-collar employment trends. We expect same-location sales in the fourth quarter to be 5% to 7% lower than the year-ago fourth quarter. We will continue to control expenses aggressively, keep our cost structure in line with sales levels, and pursue internal growth initiatives. Operating margins in the fourth quarter should be better than last year's.

Declining market trends in building products have continued into the fourth quarter. Product prices in October for all of our wood products were below September levels and the third-quarter average. Although home mortgage rates have declined, consumer sentiment will likely dictate levels of new housing activity.

In our paper business, energy costs have declined from earlier 2001 levels but remain high by historical standards. Demand for our paper products remains anemic, but industry inventory levels have continued to decline, reducing the possibility of an inventory overhang when business activity recovers. We expect average product prices in the fourth quarter to be lower than in the third quarter.

For the company overall, we remain very cautious about our prospects for the fourth quarter of this year and early 2002, because our ability to predict the direction of the business is more limited than it's been in the past.

NEW ACCOUNTING STANDARDS

In July 2001, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 141, Business Combinations and SFAS No. 142, Goodwill and Other Intangible Assets. The provisions of Statement No. 141 became effective July 1, 2001. The provisions of Statement No. 142 will become effective on January 1, 2002. We are still evaluating the impact on our results of operations and financial position. Our preliminary assessment indicates that Statement No. 141 will have little impact on us. Our recent acquisitions have been accounted for on the purchase method of accounting, which is continued in the new standard. Statement No. 142 requires us to annually assess our acquired goodwill for impairment. We will complete that initial assessment in accordance with the provisions of the standard in 2002. We will also stop amortization of goodwill effective January 1, 2002. We estimate that for the year 2002, this will decrease amortization expense before tax between $10 million to $11 million which will result in a 13 cents to 15 cents increase in diluted earnings per share.

In August 2001, the FASB issued SFAS No. 143, Accounting for Asset Retirement Obligations. This statement addresses financial accounting and reporting obligations associated with the retirement of tangible long-lived assets and the associated asset retirement costs. This statement will change our accounting for landfill closure costs. We currently accrue for the estimated costs of closure over the expected useful life of the landfill. These costs have not been material in any individual year. We are still assessing the impact of this statement on our results of operations and financial position. We will adopt this statement January 1, 2003.

In August 2001, the FASB issued SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets. This statement addresses financial accounting and reporting for the impairment or disposal of long-lived assets. We do not expect this statement to have any significant impact on our results of operations and financial position when we adopt it January 1, 2002.

On January 1, 2001, we adopted SFAS No. 133, Accounting for Derivative Instruments and Hedging Activities, as amended. Adoption of this statement did not have a material impact on our results of operations or financial position.

TIMBER SUPPLY AND ENVIRONMENTAL ISSUES

For information on timber supply and environmental issues, see our Annual Report on Form 10-K for the year ended December 31, 2000, Exhibit 13.1, Financial Review and our quarterly reports on Form 10-Q for the quarters ended March 31 and June 30, 2001, Part II, Item I, Legal Proceedings.

FORWARD-LOOKING STATEMENTS

Management's Discussion and Analysis, including the Outlook section, includes forward-looking statements within the meaning of the federal securities laws. Actual results may differ materially from those expressed in or implied by these statements. Factors that could cause actual results to differ from projected results include, among other things, changes in economic conditions in the United States and abroad; fluctuations in production capacity and demand across pulp, paper, and wood products markets; the level of housing starts and remodeling activity; changes in the demand for office products, including changes affected by employment levels; competitive pricing pressures; changes in interest rates; and other factors included in our filings with the Securities and Exchange Commission.

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Changes in interest and currency rates expose the company to financial market risk. Our debt is predominantly fixed-rate. We experience only modest changes in interest expense when market interest rates change. Most foreign currency transactions have been conducted in local currencies, limiting our exposure to changes in currency rates. Consequently, our market risk sensitive instruments do not subject us to material market risk exposure. Changes in our debt and continued international expansion could increase these risks. To manage volatility relating to these exposures, 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.

At September 30, 2001, we had foreign exchange contracts that were purchased to mitigate exchange risk related to 184.8 million New Zealand dollar-denominated receivables. Exchange gains and losses on the forward exchange contracts partially offset exchange gains or losses on the receivables. These contracts mature in November 2001, had a notional amount in New Zealand dollars of 160.0 million, a weighted average contractual exchange rate of 0.44136, and a fair value of a positive $5.8 million at September 30, 2001, based on the spot rate on that date. Gains and losses on these contracts are recognized in income as they occur.

In February 2001, we entered into two interest rate swaps with notional amounts of $50 million each, maturing in February 2003 and February 2004. The swaps hedge the variable cash flow risk from the variable interest payments on $100 million of our current and anticipated future revolving credit agreements. The effective fixed interest rates resulting from the swaps are 5.4% and 5.6%. The fair value of these swaps, net of taxes, is recorded in "Accumulated other comprehensive income (loss)" and then reclassified to interest expense as interest expense is recognized on the revolving credit agreement. There is no ineffectiveness related to these hedges.

We are exposed to modest credit-related risks in the event of nonperformance by counterparties to these forward exchange contracts and interest rate swaps; however, we do not expect the counterparties, who are all major financial institutions, to fail to meet their obligations.

PART II - OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS

Several potential class action lawsuits have been filed against the company arising out of its former manufacture and sale of hardboard siding products. The company discontinued the manufacturing of these products in 1984. These lawsuits allege that siding manufactured by the company was inherently defective when used as exterior cladding for homes and other buildings. The plaintiffs have sought to hold the company financially responsible for the repair and replacement of siding, to make restitution to the class members, and to award each class member compensatory and enhanced damages. To date, no court has granted class certification in any of these actions, and all of the cases, except one, have been dismissed in their entirety. In the remaining action, the individual plaintiff seeks "a sum in excess of $15,000." The remaining lawsuit is filed in the Circuit Court of Champaign County, Illinois; the court dismissed the claims of all but one plaintiff in January 2001. The dismissed plaintiffs have app ealed this ruling to the Fourth District Appellate Court in Illinois. We believe there are valid factual and legal defenses to these cases and will continue to resist certification of any class and vigorously defend all claims by the plaintiffs.

See our Annual Report on Form 10-K for the year ended December 31, 2000, and our quarterly reports on Form 10-Q for the quarters ended March 31 and June 30, 2001, for information concerning other legal proceedings.

ITEM 2.

CHANGES IN SECURITIES

None.

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5.

OTHER INFORMATION

None.

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)

Reports on Form 8-K.

None.

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 CORPORATION
		/s/ Thomas E. Carlile _________________________________ Thomas E. Carlile Vice President and Controller (As Duly Authorized Officer and Chief Accounting Officer)

Date: November 13, 2001

BOISE CASCADE CORPORATION
INDEX TO EXHIBITS
Filed With the Quarterly Report on Form 10-Q
for the Quarter Ended September 30, 2001

Number

Description

Page Number

Deferred Compensation and Benefits Trust, as amended by the Sixth Amendment dated May 1, 2001

Computation of Per Share Earnings

12.1

Ratio of Earnings to Fixed Charges

12.2

Ratio of Earnings to Combined Fixed Charges and Preferred Dividend Requirements

Amendment No. 6 to Rabbi Trust

EXHIBIT 10

AMENDMENT NO. 6

This Amendment No. 6 to the Trust Agreement between Boise Cascade Corporation and American National Bank and Trust Company of Chicago dated November 2, 1987, as amended and restated as of December 13, 1996, is effective May 1, 2001, and amends the Trust Agreement as follows:

In accordance with Section 1.01 of Article I, The Plans, of the Trust Agreement, the following plans, in the attached form and as they may be amended from time to time, are hereby made subject to the Trust Agreement and are added to Exhibit A thereto:

1. Key Executive Performance Unit Plan (Exhibit A(r))

2. 2000 Split-Dollar Life Insurance Plan for Selected Executives of Boise Cascade Office Products Corporation (Exhibit A(s))

3. Boise Cascade Office Products Corporation Split-Dollar Life Insurance Plan (Exhibit A(t))

4. Boise Cascade Office Products Corporation Key Executive Performance Plan (Exhibit A(u))

5. Boise Cascade Office Products Corporation Early Retirement Plan for Executive Officers (Exhibit A(v))

6. Boise Cascade Office Products Corporation Supplemental Pension Plan (Exhibit A(w))

7. Boise Cascade Office Products Corporation Executive Officer Severance Agreement (Exhibit A(x))

8. Boise Cascade Office Products Corporation Key Executive Deferred Compensation Plan (Exhibit A(y))

9. Boise Cascade Office Products Corporation 1995 Executive Officer Deferred Compensation Plan (Exhibit A(z))

10. Boise Cascade Office Products Corporation 1995 Key Executive Deferred Compensation Plan (Exhibit A(aa))

In witness whereof, the parties have executed this Amendment No. 6 as of the date first written above.

	BOISE CASCADE CORPORATION

	By /s/ J. W. Holleran J. W. Holleran Senior Vice President, Human Resources, and General Counsel

	AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO

	By /s/ Beverly A. Booker Title Trust Officer

EXHIBIT 11

BOISE CASCADE CORPORATION
Computation of Per Share Earnings

	Three Months Ended September 30						Nine Months Ended September 30
	___________________						______________________
		2001			2000			2001				2000
	_______			_______			_______			_______
	(thousands, except per share amounts)
Basic
Net income (loss)	$	14,980		$	84,600		$	(841	)		$		155,171
Preferred dividends (a)		(3,138	)		(3,330	)		(9,604	)				(9,912	)
	_______			_______			_______				_______
Basic income (loss)	$	11,842		$	81,270		$	(10,445	)		$		145,259
	=======			=======			=======				=======

Average shares used to determine basic income (loss) per common share		57,831			57,331			57,558					57,273
	=======			=======			=======				=======

Basic income (loss) per common share	$	0.21		$	1.42		$	(0.18	)		$		2.54
	=======			=======			=======				=======
Diluted
Basic income (loss)	$	11,842		$	81,270		$	(10,445	)		$		145,259
Preferred dividends eliminated		3,138			3,330			9,604					9,912
Supplemental ESOP contribution		(2,580	)		(2,844	)		(7,944	)				(8,471	)
	_______			_______			_______				_______

Diluted income (loss)	$	12,400		$	81,756		$	(8,785	)		$		146,700
	=======			=======			=======				=======

Average shares used to determine basic income (loss) per common share		57,831			57,331			57,558					57,273
Stock options and other		484			214			487					253
Series D Convertible Preferred Stock		3,644			3,839			3,691					3,902
	_______			_______			_______				_______

Average shares used to determine diluted income (loss) per common share		61,959			61,384			61,736					61,428
	=======			=======			=======				=======

Diluted income (loss) per common share	$	0.20		$	1.33		$	(0.14	) (b)		$		2.39
	=======			=======			=======				=======

(a)		The dividend attributable to the company's Series D Convertible Preferred Stock held by the company's ESOP (employee stock ownership plan) is net of a tax benefit.

(b)		Because the computation of diluted loss per common share was antidilutive, diluted loss per common share reported for the nine months ended September 30, 2001, was the same as basic loss per common share.

EXHIBIT 12

EXHIBIT 12.1

BOISE CASCADE CORPORATION AND SUBSIDIARIES
Ratio of Earnings to Fixed Charges

																Nine Months Ended
	Year Ended December 31															September 30
	____________________________________________															_________________
	1996			1997			1998			1999			2000			2000			2001
	_______			_______			_______			_______			_______			_______			_______
	(thousands)

Interest costs	$	128,360		$	137,350		$	159,870		$	146,124		$	152,322		$	114,627		$	98,797
Guarantee of interest on ESOP debt		17,874			16,341			14,671			12,856			10,880			8,238			6,638
Interest capitalized during the period		17,778			10,575			1,341			238			1,458			743			1,174
Interest factor related to noncapitalized leases (a)		12,982			11,931			11,308			13,065			13,394			8,710			8,598
	_______			_______			_______			_______			_______			_______			_______
Total fixed charges	$	176,994		$	176,197		$	187,190		$	172,283		$	178,054		$	132,318		$	115,207
	=======			=======			=======			=======			=======			=======			=======
Income (loss) before income taxes, minority interest, and cumulative effect of accounting change	$	31,340		$	(28,930	)	$	(16,878	)	$	355,940		$	298,331		$	266,580		$	(4,781	)
Undistributed (earnings) losses of less than 50% owned entities, net of distributions received		(1,290	)		5,180			3,791			(6,115	)		(2,061	)		(3,609	)		5,527
Total fixed charges		176,994			176,197			187,190			172,283			178,054			132,318			115,207
Less: Interest capitalized		(17,778	)		(10,575	)		(1,341	)		(238	)		(1,458	)		(743	)		(1,174	)
Guarantee of interest on ESOP debt		(17,874	)		(16,341	)		(14,671	)		(12,856	)		(10,880	)		(8,238	)		(6,638	)
	_______			_______			_______			_______			_______			_______			_______
Total earnings before fixed charges	$	171,392		$	125,531		$	158,091		$	509,014		$	461,986		$	386,308		$	108,141
	=======			=======			=======			=======			=======			=======			=======

Ratio of earnings to fixed charges		-			-			-			2.95			2.59			2.92			-

Excess of fixed charges over earnings before fixed charges	$	5,602		$	50,666		$	29,099		$	- -		$	- -		$	- -		$	7,066

(a)	Interest expense for operating leases with terms of one year or longer is based on an imputed interest rate for each lease.

EXHIBIT 12

EXHIBIT 12.2

BOISE CASCADE CORPORATION AND SUBSIDIARIES
Ratio of Earnings to Combined Fixed Charges
and Preferred Dividend Requirements

																Nine Months Ended
	Year Ended December 31															September 30
	____________________________________________															________________
	1996			1997			1998			1999			2000			2000			2001
	_______			_______			_______			_______			_______			_______			_______
	(thousands)

Interest costs	$	128,360		$	137,350		$	159,870		$	146,124		$	152,322		$	114,627		$	98,797
Interest capitalized during the period		17,778			10,575			1,341			238			1,458			743			1,174
Interest factor related to noncapitalized leases (a)		12,982			11,931			11,308			13,065			13,394			8,710			8,598
	_______			_______			_______			_______			_______			_______			_______
Total fixed charges		159,120			159,856			172,519			159,427			167,174			124,080			108,569
Preferred stock dividend requirements -- pretax		65,207			44,686			19,940			17,129			16,019			15,807			15,075
	_______			_______			_______			_______			_______			_______			_______
Combined fixed charges and preferred dividend requirements	$	224,327		$	204,542		$	192,459		$	176,556		$	183,193		$	139,887		$	123,644
	=======			=======			=======			=======			=======			=======			=======
Income (loss) before income taxes, minority interest, and cumulative effect of accounting change	$	31,340		$	(28,930	)	$	(16,878	)	$	355,940		$	298,331		$	266,580		$	(4,781	)
Undistributed (earnings) losses of less than 50% owned entities, net of distributions received		(1,290	)		5,180			3,791			(6,115	)		(2,061	)		(3,609	)		5,527
Total fixed charges		159,120			159,856			172,519			159,427			167,174			124,080			108,569
Less interest capitalized		(17,778	)		(10,575	)		(1,341	)		(238	)		(1,458	)		(743	)		(1,174	)
	_______			_______			_______			_______			_______			_______			_______
Total earnings before fixed charges	$	171,392		$	125,531		$	158,091		$	509,014		$	461,986		$	386,308		$	108,141
	=======			=======			=======			=======			=======			=======			=======
Ratio of earnings to combined fixed charges and preferred dividend requirements		- -			- -			- -			2.88			2.52			2.76			- -

Excess of combined fixed charges and preferred dividend requirements over total earnings before fixed charges	$	52,935		$	79,011		$	34,368		$	- -		$	- -		$	- -		$	15,503

(a)	Interest expense for operating leases with terms of one year or longer is based on an imputed interest rate for each lease.