SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
GROCE A BEN

(Last) (First) (Middle)
BOISE CASCADE CORPORATION
1111 W. JEFFERSON ST.

(Street)
BOISE ID 83702

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BOISE CASCADE CORP [ BCC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr. Vice President
3. Date of Earliest Transaction (Month/Day/Year)
11/26/2003
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 40,664 D
Common Stock 50.614 I By 401(k) Plan(1)
Preferred Stock 338.8973 I By ESOP Trust(1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $24.875 07/29/1995 07/29/2004 Common Stock 12,100 12,100 D
Stock Option (Right to Buy) $43.875 07/28/1996 07/28/2005 Common Stock 12,100 12,100 D
Stock Option (Right to Buy) $31.375 07/26/1997 07/26/2006 Common Stock 12,100 12,100 D
Stock Option (Right to Buy) $36.875 07/25/1998 07/25/2007 Common Stock 15,700 15,700 D
Stock Option (Right to Buy) $28.875 07/31/1999 07/31/2008 Common Stock 16,300 16,300 D
Stock Option (Right to Buy) $29.375 02/11/2000 02/12/2009 Common Stock 3,600 3,600 D
Stock Option (Right to Buy) $38.0625 07/29/2000 07/30/2009 Common Stock 20,100 20,100 D
Stock Option (Right to Buy) $27.5 07/27/2001 07/28/2010 Common Stock 24,100 24,100 D
Stock Option (Right to Buy) $24.75 09/27/2001 09/28/2010 Common Stock 15,000 15,000 D
Stock Option (Right to Buy) $35.6 07/26/2002 07/27/2011 Common Stock 47,600 47,600 D
Stock Option (Right to Buy) $27.76 07/24/2003 07/25/2012 Common Stock 45,400 45,400 D
Phantom Stock Units (2) 11/26/2003 A 51.8033 (3) (4) Common Stock 51.8033 $28.83 11,478.686 D
Explanation of Responses:
1. Represents number of shares beneficially owned as of November 28, 2003, based on information from plan administrator.
2. Each phantom stock unit is equal in value to one share of the company's common stock.
3. Vested in participant stock units (and related dividend equivalent stock units) at all times. Company matching stock units (and related dividend equivalent stock units) vest as follows: (a) 100% upon participant's death, disability, or early or normal retirement; (b) 100% upon a change in control of the company; (c) 100% upon involuntary termination for reasons other than disciplinary reasons or termination as a result of the sale or permanent closure of a company facility, operating unit, or division; and (d) 20% on each anniversary of the date account was first credited with stock units under the plan. 20% is cumulative -- after 5 years, participant is completely vested in all stock units in his or her account, including any stock units allocated to the account in the future.
4. Shares of phantom stock are payable in shares of common stock in accordance with the participant's Deferred Compensation Distribution Election Agreement, except in the case of a change in control, in which case payment may be made in either cash or stock.
Remarks:
A. Ben Groce 12/01/2003
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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