<PAGE>    1

                                   EXHIBIT 24


                               Power of Attorney


     KNOW ALL MEN BY THESE PRESENTS that the undersigned director or officer, or
both, of Georgia-Pacific Corporation, a Georgia corporation (the "Corporation"),
hereby constitutes and appoints A. D. Correll, James F. Kelley and Kenneth F.
Khoury, and each of them, his or her true and lawful attorney-in-fact and agent
to sign (1) a Registration Statement on Form S-3 covering $250,000,000 aggregate
principal amount of unsubordinated non-convertible unsecured debt securities of
the Corporation, and any and all amendments to, and supplements to any
prospectus contained in, such Registration Statement and any and all instruments
and documents filed as a part of or in connection with such amendments or
supplements; (2) any and all amendments to, and supplements to any prospectus
contained in, the Registration Statement on Form S-3 No. 33-64673 (related to
$250,000,000 aggregate principal amount of debt securities of the Corporation),
the Registration Statements on Form S-8, Nos. 2-61238, 2-68688, 2-76072, 2-
93184, 33-11341, 33-26985, 33-39693, 33-62498, 33-60933  (related to the 1978,
1980, 1982, 1984, 1987, 1989, 1991, 1993 and 1995 Employee Stock Purchase
Plans), Nos. 2-99380, 33-58664, 33-52823 (related to the 1984, 1993 and 1994
Employee Stock Option Plans), No. 33-48328 (related to the Georgia-Pacific
Corporation Savings and Capital Growth Plan), No. 33-52815 (related to the
Georgia-Pacific Corporation Hourly 401(k) Savings Plan), No. 33-48329 (related
to the Georgia-Pacific Corporation (GNN) Investment Plan For Union Employees),
No. 33-48330 (related to the Georgia-Pacific Corporation Investment Plan For
Certain Non-Union Hourly Employees of Butler Paper Company and Leaf River Forest
Products, Inc.), No. 33-48331 (related to the Georgia-Pacific Corporation
Supplemental Hourly 401(K) Savings Plan) and No. 33-59057 (related to the 1995
Shareholder Value Incentive Plan) filed with the Securities and Exchange
Commission (the "Commission"), and any and all instruments and documents filed
as a part of or in connection with such amendments or supplements; (3) the
Corporation's Annual Report on Form 10-K for the year ended December 31, 1995;
and (4) any other reports or registration statements to be filed by the
Corporation with the Commission and/or any national securities exchange under
the Securities Exchange Act of 1934, as amended, and any and all amendments
thereto, and any and all instruments and documents filed as part of or in
connection with such reports or registration statements or reports or amendments
thereto; and in connection with the foregoing, to do any and all acts and things
and execute any and all instruments which such attorneys-in-fact and agents may
deem necessary or advisable to enable this Corporation to comply with the
securities laws of the United States and of any State or other political
subdivision thereof; hereby ratifying and confirming all that such attorneys-in-
fact and agents, or any one of them, shall do or cause to be done by virtue
hereof.

     IN WITNESS WHEREOF, the undersigned has subscribed these presents this 1st
day of February, 1996.


                                        /s/ ROBERT CARSWELL
                                        -------------------------
                                            ROBERT CARSWELL

<PAGE>    2


                               Power of Attorney



     KNOW ALL MEN BY THESE PRESENTS that the undersigned director or officer, or
both, of Georgia-Pacific Corporation, a Georgia corporation (the "Corporation"),
hereby constitutes and appoints A. D. Correll, James F. Kelley and Kenneth F.
Khoury, and each of them, his or her true and lawful attorney-in-fact and agent
to sign (1) a Registration Statement on Form S-3 covering $250,000,000 aggregate
principal amount of unsubordinated non-convertible unsecured debt securities of
the Corporation, and any and all amendments to, and supplements to any
prospectus contained in, such Registration Statement and any and all instruments
and documents filed as a part of or in connection with such amendments or
supplements; (2) any and all amendments to, and supplements to any prospectus
contained in, the Registration Statement on Form S-3 No. 33-64673 (related to
$250,000,000 aggregate principal amount of debt securities of the Corporation),
the Registration Statements on Form S-8, Nos. 2-61238, 2-68688, 2-76072, 2-
93184, 33-11341, 33-26985, 33-39693, 33-62498, 33-60933 (related to the 1978,
1980, 1982, 1984, 1987, 1989, 1991, 1993 and 1995 Employee Stock Purchase
Plans), Nos. 2-99380, 33-58664, 33-52823 (related to the 1984, 1993 and 1994
Employee Stock Option Plans), No. 33-48328 (related to the Georgia-Pacific
Corporation Savings and Capital Growth Plan), No. 33-52815 (related to the
Georgia-Pacific Corporation Hourly 401(k) Savings Plan), No. 33-48329 (related
to the Georgia-Pacific Corporation (GNN) Investment Plan For Union Employees),
No. 33-48330 (related to the Georgia-Pacific Corporation Investment Plan For
Certain Non-Union Hourly Employees of Butler Paper Company and Leaf River Forest
Products, Inc.), No. 33-48331 (related to the Georgia-Pacific Corporation
Supplemental Hourly 401(K) Savings Plan) and No. 33-59057 (related to the 1995
Shareholder Value Incentive Plan) filed with the Securities and Exchange
Commission (the "Commission"), and any and all instruments and documents filed
as a part of or in connection with such amendments or supplements; (3) the
Corporation's Annual Report on Form 10-K for the year ended December 31, 1995;
and (4) any other reports or registration statements to be filed by the
Corporation with the Commission and/or any national securities exchange under
the Securities Exchange Act of 1934, as amended, and any and all amendments
thereto, and any and all instruments and documents filed as part of or in
connection with such reports or registration statements or reports or amendments
thereto; and in connection with the foregoing, to do any and all acts and things
and execute any and all instruments which such attorneys-in-fact and agents may
deem necessary or advisable to enable this Corporation to comply with the
securities laws of the United States and of any State or other political
subdivision thereof; hereby ratifying and confirming all that such attorneys-in-
fact and agents, or any one of them, shall do or cause to be done by virtue
hereof.

     IN WITNESS WHEREOF, the undersigned has subscribed these presents this 1st
day of February, 1996.


                                        /s/ JEWEL PLUMMER COBB
                                        -------------------------
                                            JEWEL PLUMMER COBB



<PAGE>    3
                               Power of Attorney



     KNOW ALL MEN BY THESE PRESENTS that the undersigned director or officer, or
both, of Georgia-Pacific Corporation, a Georgia corporation (the "Corporation"),
hereby constitutes and appoints A. D. Correll, James F. Kelley and Kenneth F.
Khoury, and each of them, his or her true and lawful attorney-in-fact and agent
to sign (1) a Registration Statement on Form S-3 covering $250,000,000 aggregate
principal amount of unsubordinated non-convertible unsecured debt securities of
the Corporation, and any and all amendments to, and supplements to any
prospectus contained in, such Registration Statement and any and all instruments
and documents filed as a part of or in connection with such amendments or
supplements; (2) any and all amendments to, and supplements to any prospectus
contained in, the Registration Statement on Form S-3 No. 33-64673 (related to
$250,000,000 aggregate principal amount of debt securities of the Corporation),
the Registration Statements on Form S-8, Nos. 2-61238, 2-68688, 2-76072, 2-
93184, 33-11341, 33-26985, 33-39693, 33-62498, 33-60933 (related to the 1978,
1980, 1982, 1984, 1987, 1989, 1991, 1993 and 1995 Employee Stock Purchase
Plans), Nos. 2-99380, 33-58664, 33-52823 (related to the 1984, 1993 and 1994
Employee Stock Option Plans), No. 33-48328 (related to the Georgia-Pacific
Corporation Savings and Capital Growth Plan), No. 33-52815 (related to the
Georgia-Pacific Corporation Hourly 401(k) Savings Plan), No. 33-48329 (related
to the Georgia-Pacific Corporation (GNN) Investment Plan For Union Employees),
No. 33-48330 (related to the Georgia-Pacific Corporation Investment Plan For
Certain Non-Union Hourly Employees of Butler Paper Company and Leaf River Forest
Products, Inc.), No. 33-48331 (related to the Georgia-Pacific Corporation
Supplemental Hourly 401(K) Savings Plan) and No. 33-59057 (related to the 1995
Shareholder Value Incentive Plan) filed with the Securities and Exchange
Commission (the "Commission"), and any and all instruments and documents filed
as a part of or in connection with such amendments or supplements; (3) the
Corporation's Annual Report on Form 10-K for the year ended December 31, 1995;
and (4) any other reports or registration statements to be filed by the
Corporation with the Commission and/or any national securities exchange under
the Securities Exchange Act of 1934, as amended, and any and all amendments
thereto, and any and all instruments and documents filed as part of or in
connection with such reports or registration statements or reports or amendments
thereto; and in connection with the foregoing, to do any and all acts and things
and execute any and all instruments which such attorneys-in-fact and agents may
deem necessary or advisable to enable this Corporation to comply with the
securities laws of the United States and of any State or other political
subdivision thereof; hereby ratifying and confirming all that such attorneys-in-
fact and agents, or any one of them, shall do or cause to be done by virtue
hereof.

     IN WITNESS WHEREOF, the undersigned has subscribed these presents this 1st
day of February, 1996.


                                        /s/ JANE EVANS
                                        ----------------------
                                            JANE EVANS

<PAGE>    4
                               Power of Attorney


     KNOW ALL MEN BY THESE PRESENTS that the undersigned director or officer, or
both, of Georgia-Pacific Corporation, a Georgia corporation (the "Corporation"),
hereby constitutes and appoints A. D. Correll, James F. Kelley and Kenneth F.
Khoury, and each of them, his or her true and lawful attorney-in-fact and agent
to sign (1) a Registration Statement on Form S-3 covering $250,000,000 aggregate
principal amount of unsubordinated non-convertible unsecured debt securities of
the Corporation, and any and all amendments to, and supplements to any
prospectus contained in, such Registration Statement and any and all instruments
and documents filed as a part of or in connection with such amendments or
supplements; (2) any and all amendments to, and supplements to any prospectus
contained in, the Registration Statement on Form S-3 No. 33-64673 (related to
$250,000,000 aggregate principal amount of debt securities of the Corporation),
the Registration Statements on Form S-8, Nos. 2-61238, 2-68688, 2-76072, 2-
93184, 33-11341, 33-26985, 33-39693, 33-62498, 33-60933 (related to the 1978,
1980, 1982, 1984, 1987, 1989, 1991, 1993 and 1995 Employee Stock Purchase
Plans), Nos. 2-99380, 33-58664, 33-52823 (related to the 1984, 1993 and 1994
Employee Stock Option Plans), No. 33-48328 (related to the Georgia-Pacific
Corporation Savings and Capital Growth Plan), No. 33-52815 (related to the
Georgia-Pacific Corporation Hourly 401(k) Savings Plan), No. 33-48329 (related
to the Georgia-Pacific Corporation (GNN) Investment Plan For Union Employees),
No. 33-48330 (related to the Georgia-Pacific Corporation Investment Plan For
Certain Non-Union Hourly Employees of Butler Paper Company and Leaf River Forest
Products, Inc.), No. 33-48331 (related to the Georgia-Pacific Corporation
Supplemental Hourly 401(K) Savings Plan) and No. 33-59057 (related to the 1995
Shareholder Value Incentive Plan) filed with the Securities and Exchange
Commission (the "Commission"), and any and all instruments and documents filed
as a part of or in connection with such amendments or supplements; (3) the
Corporation's Annual Report on Form 10-K for the year ended December 31, 1995;
and (4) any other reports or registration statements to be filed by the
Corporation with the Commission and/or any national securities exchange under
the Securities Exchange Act of 1934, as amended, and any and all amendments
thereto, and any and all instruments and documents filed as part of or in
connection with such reports or registration statements or reports or amendments
thereto; and in connection with the foregoing, to do any and all acts and things
and execute any and all instruments which such attorneys-in-fact and agents may
deem necessary or advisable to enable this Corporation to comply with the
securities laws of the United States and of any State or other political
subdivision thereof; hereby ratifying and confirming all that such attorneys-in-
fact and agents, or any one of them, shall do or cause to be done by virtue
hereof.

     IN WITNESS WHEREOF, the undersigned has subscribed these presents this 1st
day of February, 1996.


                                             /s/ DONALD V. FITES
                                             --------------------
                                                 DONALD V. FITES


<PAGE>    5

                               Power of Attorney



     KNOW ALL MEN BY THESE PRESENTS that the undersigned director or officer, or
both, of Georgia-Pacific Corporation, a Georgia corporation (the "Corporation"),
hereby constitutes and appoints A. D. Correll, James F. Kelley and Kenneth F.
Khoury, and each of them, his or her true and lawful attorney-in-fact and agent
to sign (1) a Registration Statement on Form S-3 covering $250,000,000 aggregate
principal amount of unsubordinated non-convertible unsecured debt securities of
the Corporation, and any and all amendments to, and supplements to any
prospectus contained in, such Registration Statement and any and all instruments
and documents filed as a part of or in connection with such amendments or
supplements; (2) any and all amendments to, and supplements to any prospectus
contained in, the Registration Statement on Form S-3 No. 33-64673 (related to
$250,000,000 aggregate principal amount of debt securities of the Corporation),
the Registration Statements on Form S-8, Nos. 2-61238, 2-68688, 2-76072, 2-
93184, 33-11341, 33-26985, 33-39693, 33-62498, 33-60933 (related to the 1978,
1980, 1982, 1984, 1987, 1989, 1991, 1993 and 1995 Employee Stock Purchase
Plans), Nos. 2-99380, 33-58664, 33-52823 (related to the 1984, 1993 and 1994
Employee Stock Option Plans), No. 33-48328 (related to the Georgia-Pacific
Corporation Savings and Capital Growth Plan), No. 33-52815 (related to the
Georgia-Pacific Corporation Hourly 401(k) Savings Plan), No. 33-48329 (related
to the Georgia-Pacific Corporation (GNN) Investment Plan For Union Employees),
No. 33-48330 (related to the Georgia-Pacific Corporation Investment Plan For
Certain Non-Union Hourly Employees of Butler Paper Company and Leaf River Forest
Products, Inc.), No. 33-48331 (related to the Georgia-Pacific Corporation
Supplemental Hourly 401(K) Savings Plan) and No. 33-59057 (related to the 1995
Shareholder Value Incentive Plan) filed with the Securities and Exchange
Commission (the "Commission"), and any and all instruments and documents filed
as a part of or in connection with such amendments or supplements; (3) the
Corporation's Annual Report on Form 10-K for the year ended December 31, 1995;
and (4) any other reports or registration statements to be filed by the
Corporation with the Commission and/or any national securities exchange under
the Securities Exchange Act of 1934, as amended, and any and all amendments
thereto, and any and all instruments and documents filed as part of or in
connection with such reports or registration statements or reports or amendments
thereto; and in connection with the foregoing, to do any and all acts and things
and execute any and all instruments which such attorneys-in-fact and agents may
deem necessary or advisable to enable this Corporation to comply with the
securities laws of the United States and of any State or other political
subdivision thereof; hereby ratifying and confirming all that such attorneys-in-
fact and agents, or any one of them, shall do or cause to be done by virtue
hereof.

     IN WITNESS WHEREOF, the undersigned has subscribed these presents this 1st
day of February, 1996.


                                   /s/ HARVEY C. FRUEHAUF, JR.
                                        -------------------------
                                        HARVEY C. FRUEHAUF, JR.

<PAGE>    6

                               Power of Attorney



     KNOW ALL MEN BY THESE PRESENTS that the undersigned director or officer, or
both, of Georgia-Pacific Corporation, a Georgia corporation (the "Corporation"),
hereby constitutes and appoints A. D. Correll, James F. Kelley and Kenneth F.
Khoury, and each of them, his or her true and lawful attorney-in-fact and agent
to sign (1) a Registration Statement on Form S-3 covering $250,000,000 aggregate
principal amount of unsubordinated non-convertible unsecured debt securities of
the Corporation, and any and all amendments to, and supplements to any
prospectus contained in, such Registration Statement and any and all instruments
and documents filed as a part of or in connection with such amendments or
supplements; (2) any and all amendments to, and supplements to any prospectus
contained in, the Registration Statement on Form S-3 No. 33-64673 (related to
$250,000,000 aggregate principal amount of debt securities of the Corporation),
the Registration Statements on Form S-8, Nos. 2-61238, 2-68688, 2-76072, 2-
93184, 33-11341, 33-26985, 33-39693, 33-62498, 33-60933 (related to the 1978,
1980, 1982, 1984, 1987, 1989, 1991, 1993 and 1995 Employee Stock Purchase
Plans), Nos. 2-99380, 33-58664, 33-52823 (related to the 1984, 1993 and 1994
Employee Stock Option Plans), No. 33-48328 (related to the Georgia-Pacific
Corporation Savings and Capital Growth Plan), No. 33-52815 (related to the
Georgia-Pacific Corporation Hourly 401(k) Savings Plan), No. 33-48329 (related
to the Georgia-Pacific Corporation (GNN) Investment Plan For Union Employees),
No. 33-48330 (related to the Georgia-Pacific Corporation Investment Plan For
Certain Non-Union Hourly Employees of Butler Paper Company and Leaf River Forest
Products, Inc.), No. 33-48331 (related to the Georgia-Pacific Corporation
Supplemental Hourly 401(K) Savings Plan) and No. 33-59057 (related to the 1995
Shareholder Value Incentive Plan) filed with the Securities and Exchange
Commission (the "Commission"), and any and all instruments and documents filed
as a part of or in connection with such amendments or supplements; (3) the
Corporation's Annual Report on Form 10-K for the year ended December 31, 1995;
and (4) any other reports or registration statements to be filed by the
Corporation with the Commission and/or any national securities exchange under
the Securities Exchange Act of 1934, as amended, and any and all amendments
thereto, and any and all instruments and documents filed as part of or in
connection with such reports or registration statements or reports or amendments
thereto; and in connection with the foregoing, to do any and all acts and things
and execute any and all instruments which such attorneys-in-fact and agents may
deem necessary or advisable to enable this Corporation to comply with the
securities laws of the United States and of any State or other political
subdivision thereof; hereby ratifying and confirming all that such attorneys-in-
fact and agents, or any one of them, shall do or cause to be done by virtue
hereof.

     IN WITNESS WHEREOF, the undersigned has subscribed these presents this 1st
day of February, 1996.


                                        /s/ RICHARD V. GIORDANO
                                        ------------------------
                                             RICHARD V. GIORDANO
<PAGE>    7

                               Power of Attorney



     KNOW ALL MEN BY THESE PRESENTS that the undersigned director or officer, or
both, of Georgia-Pacific Corporation, a Georgia corporation (the "Corporation"),
hereby constitutes and appoints A. D. Correll, James F. Kelley and Kenneth F.
Khoury, and each of them, his or her true and lawful attorney-in-fact and agent
to sign (1) a Registration Statement on Form S-3 covering $250,000,000 aggregate
principal amount of unsubordinated non-convertible unsecured debt securities of
the Corporation, and any and all amendments to, and supplements to any
prospectus contained in, such Registration Statement and any and all instruments
and documents filed as a part of or in connection with such amendments or
supplements; (2) any and all amendments to, and supplements to any prospectus
contained in, the Registration Statement on Form S-3 No. 33-64673 (related to
$250,000,000 aggregate principal amount of debt securities of the Corporation),
the Registration Statements on Form S-8, Nos. 2-61238, 2-68688, 2-76072, 2-
93184, 33-11341, 33-26985, 33-39693, 33-62498, 33-60933 (related to the 1978,
1980, 1982, 1984, 1987, 1989, 1991, 1993 and 1995 Employee Stock Purchase
Plans), Nos. 2-99380, 33-58664, 33-52823 (related to the 1984, 1993 and 1994
Employee Stock Option Plans), No. 33-48328 (related to the Georgia-Pacific
Corporation Savings and Capital Growth Plan), No. 33-52815 (related to the
Georgia-Pacific Corporation Hourly 401(k) Savings Plan), No. 33-48329 (related
to the Georgia-Pacific Corporation (GNN) Investment Plan For Union Employees),
No. 33-48330 (related to the Georgia-Pacific Corporation Investment Plan For
Certain Non-Union Hourly Employees of Butler Paper Company and Leaf River Forest
Products, Inc.), No. 33-48331 (related to the Georgia-Pacific Corporation
Supplemental Hourly 401(K) Savings Plan) and No. 33-59057 (related to the 1995
Shareholder Value Incentive Plan) filed with the Securities and Exchange
Commission (the "Commission"), and any and all instruments and documents filed
as a part of or in connection with such amendments or supplements; (3) the
Corporation's Annual Report on Form 10-K for the year ended December 31, 1995;
and (4) any other reports or registration statements to be filed by the
Corporation with the Commission and/or any national securities exchange under
the Securities Exchange Act of 1934, as amended, and any and all amendments
thereto, and any and all instruments and documents filed as part of or in
connection with such reports or registration statements or reports or amendments
thereto; and in connection with the foregoing, to do any and all acts and things
and execute any and all instruments which such attorneys-in-fact and agents may
deem necessary or advisable to enable this Corporation to comply with the
securities laws of the United States and of any State or other political
subdivision thereof; hereby ratifying and confirming all that such attorneys-in-
fact and agents, or any one of them, shall do or cause to be done by virtue
hereof.

     IN WITNESS WHEREOF, the undersigned has subscribed these presents this 1st
day of February, 1996.


                                        /s/ DAVID R. GOODE
                                        -------------------
                                            DAVID R. GOODE



<PAGE>    8



                               Power of Attorney



     KNOW ALL MEN BY THESE PRESENTS that the undersigned director or officer, or
both, of Georgia-Pacific Corporation, a Georgia corporation (the "Corporation"),
hereby constitutes and appoints A. D. Correll, James F. Kelley and Kenneth F.
Khoury, and each of them, his or her true and lawful attorney-in-fact and agent
to sign (1) a Registration Statement on Form S-3 covering $250,000,000 aggregate
principal amount of unsubordinated non-convertible unsecured debt securities of
the Corporation, and any and all amendments to, and supplements to any
prospectus contained in, such Registration Statement and any and all instruments
and documents filed as a part of or in connection with such amendments or
supplements; (2) any and all amendments to, and supplements to any prospectus
contained in, the Registration Statement on Form S-3 No. 33-64673 (related to
$250,000,000 aggregate principal amount of debt securities of the Corporation),
the Registration Statements on Form S-8, Nos. 2-61238, 2-68688, 2-76072, 2-
93184, 33-11341, 33-26985, 33-39693, 33-62498, 33-60933 (related to the 1978,
1980, 1982, 1984, 1987, 1989, 1991, 1993 and 1995 Employee Stock Purchase
Plans), Nos. 2-99380, 33-58664, 33-52823 (related to the 1984, 1993 and 1994
Employee Stock Option Plans), No. 33-48328 (related to the Georgia-Pacific
Corporation Savings and Capital Growth Plan), No. 33-52815 (related to the
Georgia-Pacific Corporation Hourly 401(k) Savings Plan), No. 33-48329 (related
to the Georgia-Pacific Corporation (GNN) Investment Plan For Union Employees),
No. 33-48330 (related to the Georgia-Pacific Corporation Investment Plan For
Certain Non-Union Hourly Employees of Butler Paper Company and Leaf River Forest
Products, Inc.), No. 33-48331 (related to the Georgia-Pacific Corporation
Supplemental Hourly 401(K) Savings Plan) and No. 33-59057 (related to the 1995
Shareholder Value Incentive Plan) filed with the Securities and Exchange
Commission (the "Commission"), and any and all instruments and documents filed
as a part of or in connection with such amendments or supplements; (3) the
Corporation's Annual Report on Form 10-K for the year ended December 31, 1995;
and (4) any other reports or registration statements to be filed by the
Corporation with the Commission and/or any national securities exchange under
the Securities Exchange Act of 1934, as amended, and any and all amendments
thereto, and any and all instruments and documents filed as part of or in
connection with such reports or registration statements or reports or amendments
thereto; and in connection with the foregoing, to do any and all acts and things
and execute any and all instruments which such attorneys-in-fact and agents may
deem necessary or advisable to enable this Corporation to comply with the
securities laws of the United States and of any State or other political
subdivision thereof; hereby ratifying and confirming all that such attorneys-in-
fact and agents, or any one of them, shall do or cause to be done by virtue
hereof.

     IN WITNESS WHEREOF, the undersigned has subscribed these presents this 1st
day of February, 1996.


                                        /s/ T. MARSHALL HAHN, JR.
                                        -------------------------
                                            T. MARSHALL HAHN, JR.


<PAGE>    9


                               Power of Attorney


     KNOW ALL MEN BY THESE PRESENTS that the undersigned director or officer, or
both, of Georgia-Pacific Corporation, a Georgia corporation (the "Corporation"),
hereby constitutes and appoints A. D. Correll, James F. Kelley and Kenneth F.
Khoury, and each of them, his or her true and lawful attorney-in-fact and agent
to sign (1) a Registration Statement on Form S-3 covering $250,000,000 aggregate
principal amount of unsubordinated non-convertible unsecured debt securities of
the Corporation, and any and all amendments to, and supplements to any
prospectus contained in, such Registration Statement and any and all instruments
and documents filed as a part of or in connection with such amendments or
supplements; (2) any and all amendments to, and supplements to any prospectus
contained in, the Registration Statement on Form S-3 No. 33-64673 (related to
$250,000,000 aggregate principal amount of debt securities of the Corporation),
the Registration Statements on Form S-8, Nos. 2-61238, 2-68688, 2-76072, 2-
93184, 33-11341, 33-26985, 33-39693, 33-62498, 33-60933  (related to the 1978,
1980, 1982, 1984, 1987, 1989, 1991, 1993 and 1995 Employee Stock Purchase
Plans), Nos. 2-99380, 33-58664, 33-52823 (related to the 1984, 1993 and 1994
Employee Stock Option Plans), No. 33-48328 (related to the Georgia-Pacific
Corporation Savings and Capital Growth Plan), No. 33-52815 (related to the
Georgia-Pacific Corporation Hourly 401(k) Savings Plan), No. 33-48329 (related
to the Georgia-Pacific Corporation (GNN) Investment Plan For Union Employees),
No. 33-48330 (related to the Georgia-Pacific Corporation Investment Plan For
Certain Non-Union Hourly Employees of Butler Paper Company and Leaf River Forest
Products, Inc.), No. 33-48331 (related to the Georgia-Pacific Corporation
Supplemental Hourly 401(K) Savings Plan) and No. 33-59057 (related to the 1995
Shareholder Value Incentive Plan)  filed with the Securities and Exchange
Commission (the "Commission"), and any and all instruments and documents filed
as a part of or in connection with such amendments or supplements; (3) the
Corporation's Annual Report on Form 10-K for the year ended December 31, 1995;
and (4) any other reports or registration statements to be filed by the
Corporation with the Commission and/or any national securities exchange under
the Securities Exchange Act of 1934, as amended, and any and all amendments
thereto, and any and all instruments and documents filed as part of or in
connection with such reports or registration statements or reports or amendments
thereto; and in connection with the foregoing, to do any and all acts and things
and execute any and all instruments which such attorneys-in-fact and agents may
deem necessary or advisable to enable this Corporation to comply with the
securities laws of the United States and of any State or other political
subdivision thereof; hereby ratifying and confirming all that such attorneys-in-
fact and agents, or any one of them, shall do or cause to be done by virtue
hereof.

     IN WITNESS WHEREOF, the undersigned has subscribed these presents this 1st
day of February, 1996.


                                        /s/ M. DOUGLAS IVESTER
                                        -------------------------
                                            M. DOUGLAS IVESTER
 

<PAGE>    10

                               Power of Attorney



     KNOW ALL MEN BY THESE PRESENTS that the undersigned director or officer, or
both, of Georgia-Pacific Corporation, a Georgia corporation (the "Corporation"),
hereby constitutes and appoints A. D. Correll, James F. Kelley and Kenneth F.
Khoury, and each of them, his or her true and lawful attorney-in-fact and agent
to sign (1) a Registration Statement on Form S-3 covering $250,000,000 aggregate
principal amount of unsubordinated non-convertible unsecured debt securities of
the Corporation, and any and all amendments to, and supplements to any
prospectus contained in, such Registration Statement and any and all instruments
and documents filed as a part of or in connection with such amendments or
supplements; (2) any and all amendments to, and supplements to any prospectus
contained in, the Registration Statement on Form S-3 No. 33-64673 (related to
$250,000,000 aggregate principal amount of debt securities of the Corporation),
the Registration Statements on Form S-8, Nos. 2-61238, 2-68688, 2-76072, 2-
93184, 33-11341, 33-26985, 33-39693, 33-62498, 33-60933 (related to the 1978,
1980, 1982, 1984, 1987, 1989, 1991, 1993 and 1995 Employee Stock Purchase
Plans), Nos. 2-99380, 33-58664, 33-52823 (related to the 1984, 1993 and 1994
Employee Stock Option Plans), No. 33-48328 (related to the Georgia-Pacific
Corporation Savings and Capital Growth Plan), No. 33-52815 (related to the
Georgia-Pacific Corporation Hourly 401(k) Savings Plan), No. 33-48329 (related
to the Georgia-Pacific Corporation (GNN) Investment Plan For Union Employees),
No. 33-48330 (related to the Georgia-Pacific Corporation Investment Plan For
Certain Non-Union Hourly Employees of Butler Paper Company and Leaf River Forest
Products, Inc.), No. 33-48331 (related to the Georgia-Pacific Corporation
Supplemental Hourly 401(K) Savings Plan) and No. 33-59057 (related to the 1995
Shareholder Value Incentive Plan) filed with the Securities and Exchange
Commission (the "Commission"), and any and all instruments and documents filed
as a part of or in connection with such amendments or supplements; (3) the
Corporation's Annual Report on Form 10-K for the year ended December 31, 1995;
and (4) any other reports or registration statements to be filed by the
Corporation with the Commission and/or any national securities exchange under
the Securities Exchange Act of 1934, as amended, and any and all amendments
thereto, and any and all instruments and documents filed as part of or in
connection with such reports or registration statements or reports or amendments
thereto; and in connection with the foregoing, to do any and all acts and things
and execute any and all instruments which such attorneys-in-fact and agents may
deem necessary or advisable to enable this Corporation to comply with the
securities laws of the United States and of any State or other political
subdivision thereof; hereby ratifying and confirming all that such attorneys-in-
fact and agents, or any one of them, shall do or cause to be done by virtue
hereof.

     IN WITNESS WHEREOF, the undersigned has subscribed these presents this 1st
day of February, 1996.


                                        /s/ FRANCIS JUNGERS
                                        -------------------------
                                            FRANCIS JUNGERS
 

<PAGE>    11



                               Power of Attorney


     KNOW ALL MEN BY THESE PRESENTS that the undersigned director or officer, or
both, of Georgia-Pacific Corporation, a Georgia corporation (the "Corporation"),
hereby constitutes and appoints A. D. Correll, James F. Kelley and Kenneth F.
Khoury, and each of them, his or her true and lawful attorney-in-fact and agent
to sign (1) a Registration Statement on Form S-3 covering $250,000,000 aggregate
principal amount of unsubordinated non-convertible unsecured debt securities of
the Corporation, and any and all amendments to, and supplements to any
prospectus contained in, such Registration Statement and any and all instruments
and documents filed as a part of or in connection with such amendments or
supplements; (2) any and all amendments to, and supplements to any prospectus
contained in, the Registration Statement on Form S-3 No. 33-64673 (related to
$250,000,000 aggregate principal amount of debt securities of the Corporation),
the Registration Statements on Form S-8, Nos. 2-61238, 2-68688, 2-76072, 2-
93184, 33-11341, 33-26985, 33-39693, 33-62498, 33-60933 (related to the 1978,
1980, 1982, 1984, 1987, 1989, 1991, 1993 and 1995 Employee Stock Purchase
Plans), Nos. 2-99380, 33-58664, 33-52823 (related to the 1984, 1993 and 1994
Employee Stock Option Plans), No. 33-48328 (related to the Georgia-Pacific
Corporation Savings and Capital Growth Plan), No. 33-52815 (related to the
Georgia-Pacific Corporation Hourly 401(k) Savings Plan), No. 33-48329 (related
to the Georgia-Pacific Corporation (GNN) Investment Plan For Union Employees),
No. 33-48330 (related to the Georgia-Pacific Corporation Investment Plan For
Certain Non-Union Hourly Employees of Butler Paper Company and Leaf River Forest
Products, Inc.), No. 33-48331 (related to the Georgia-Pacific Corporation
Supplemental Hourly 401(K) Savings Plan) and No. 33-59057 (related to the 1995
Shareholder Value Incentive Plan) filed with the Securities and Exchange
Commission (the "Commission"), and any and all instruments and documents filed
as a part of or in connection with such amendments or supplements; (3) the
Corporation's Annual Report on Form 10-K for the year ended December 31, 1995;
and (4) any other reports or registration statements to be filed by the
Corporation with the Commission and/or any national securities exchange under
the Securities Exchange Act of 1934, as amended, and any and all amendments
thereto, and any and all instruments and documents filed as part of or in
connection with such reports or registration statements or reports or amendments
thereto; and in connection with the foregoing, to do any and all acts and things
and execute any and all instruments which such attorneys-in-fact and agents may
deem necessary or advisable to enable this Corporation to comply with the
securities laws of the United States and of any State or other political
subdivision thereof; hereby ratifying and confirming all that such attorneys-in-
fact and agents, or any one of them, shall do or cause to be done by virtue
hereof.

     IN WITNESS WHEREOF, the undersigned has subscribed these presents this 1st
day of February, 1996.


                                        /s/ ROBERT E. MCNAIR
                                        -------------------------
                                           ROBERT E. MCNAIR



<PAGE>    12


                               Power of Attorney



     KNOW ALL MEN BY THESE PRESENTS that the undersigned director or officer, or
both, of Georgia-Pacific Corporation, a Georgia corporation (the "Corporation"),
hereby constitutes and appoints A. D. Correll, James F. Kelley and Kenneth F.
Khoury, and each of them, his or her true and lawful attorney-in-fact and agent
to sign (1) a Registration Statement on Form S-3 covering $250,000,000 aggregate
principal amount of unsubordinated non-convertible unsecured debt securities of
the Corporation, and any and all amendments to, and supplements to any
prospectus contained in, such Registration Statement and any and all instruments
and documents filed as a part of or in connection with such amendments or
supplements; (2) any and all amendments to, and supplements to any prospectus
contained in, the Registration Statement on Form S-3 No. 33-64673 (related to
$250,000,000 aggregate principal amount of debt securities of the Corporation),
the Registration Statements on Form S-8, Nos. 2-61238, 2-68688, 2-76072, 2-
93184, 33-11341, 33-26985, 33-39693, 33-62498, 33-60933 (related to the 1978,
1980, 1982, 1984, 1987, 1989, 1991, 1993 and 1995 Employee Stock Purchase
Plans), Nos. 2-99380, 33-58664, 33-52823 (related to the 1984, 1993 and 1994
Employee Stock Option Plans), No. 33-48328 (related to the Georgia-Pacific
Corporation Savings and Capital Growth Plan), No. 33-52815 (related to the
Georgia-Pacific Corporation Hourly 401(k) Savings Plan), No. 33-48329 (related
to the Georgia-Pacific Corporation (GNN) Investment Plan For Union Employees),
No. 33-48330 (related to the Georgia-Pacific Corporation Investment Plan For
Certain Non-Union Hourly Employees of Butler Paper Company and Leaf River Forest
Products, Inc.), No. 33-48331 (related to the Georgia-Pacific Corporation
Supplemental Hourly 401(K) Savings Plan) and No. 33-59057 (related to the 1995
Shareholder Value Incentive Plan) filed with the Securities and Exchange
Commission (the "Commission"), and any and all instruments and documents filed
as a part of or in connection with such amendments or supplements; (3) the
Corporation's Annual Report on Form 10-K for the year ended December 31, 1995;
and (4) any other reports or registration statements to be filed by the
Corporation with the Commission and/or any national securities exchange under
the Securities Exchange Act of 1934, as amended, and any and all amendments
thereto, and any and all instruments and documents filed as part of or in
connection with such reports or registration statements or reports or amendments
thereto; and in connection with the foregoing, to do any and all acts and things
and execute any and all instruments which such attorneys-in-fact and agents may
deem necessary or advisable to enable this Corporation to comply with the
securities laws of the United States and of any State or other political
subdivision thereof; hereby ratifying and confirming all that such attorneys-in-
fact and agents, or any one of them, shall do or cause to be done by virtue
hereof.
     IN WITNESS WHEREOF, the undersigned has subscribed these presents this 1st
day of February, 1996.


                                        /s/ LOUIS W. SULLIVAN
                                        -------------------------
                                           LOUIS W. SULLIVAN


<PAGE>    13

                               Power of Attorney



     KNOW ALL MEN BY THESE PRESENTS that the undersigned director or officer, or
both, of Georgia-Pacific Corporation, a Georgia corporation (the "Corporation"),
hereby constitutes and appoints A. D. Correll, James F. Kelley and Kenneth F.
Khoury, and each of them, his or her true and lawful attorney-in-fact and agent
to sign (1) a Registration Statement on Form S-3 covering $250,000,000 aggregate
principal amount of unsubordinated non-convertible unsecured debt securities of
the Corporation, and any and all amendments to, and supplements to any
prospectus contained in, such Registration Statement and any and all instruments
and documents filed as a part of or in connection with such amendments or
supplements; (2) any and all amendments to, and supplements to any prospectus
contained in, the Registration Statement on Form S-3 No. 33-64673 (related to
$250,000,000 aggregate principal amount of debt securities of the Corporation),
the Registration Statements on Form S-8, Nos. 2-61238, 2-68688, 2-76072, 2-
93184, 33-11341, 33-26985, 33-39693, 33-62498, 33-60933 (related to the 1978,
1980, 1982, 1984, 1987, 1989, 1991, 1993 and 1995 Employee Stock Purchase
Plans), Nos. 2-99380, 33-58664, 33-52823 (related to the 1984, 1993 and 1994
Employee Stock Option Plans), No. 33-48328 (related to the Georgia-Pacific
Corporation Savings and Capital Growth Plan), No. 33-52815 (related to the
Georgia-Pacific Corporation Hourly 401(k) Savings Plan), No. 33-48329 (related
to the Georgia-Pacific Corporation (GNN) Investment Plan For Union Employees),
No. 33-48330 (related to the Georgia-Pacific Corporation Investment Plan For
Certain Non-Union Hourly Employees of Butler Paper Company and Leaf River Forest
Products, Inc.), No. 33-48331 (related to the Georgia-Pacific Corporation
Supplemental Hourly 401(K) Savings Plan) and No. 33-59057 (related to the 1995
Shareholder Value Incentive Plan) filed with the Securities and Exchange
Commission (the "Commission"), and any and all instruments and documents filed
as a part of or in connection with such amendments or supplements; (3) the
Corporation's Annual Report on Form 10-K for the year ended December 31, 1995;
and (4) any other reports or registration statements to be filed by the
Corporation with the Commission and/or any national securities exchange under
the Securities Exchange Act of 1934, as amended, and any and all amendments
thereto, and any and all instruments and documents filed as part of or in
connection with such reports or registration statements or reports or amendments
thereto; and in connection with the foregoing, to do any and all acts and things
and execute any and all instruments which such attorneys-in-fact and agents may
deem necessary or advisable to enable this Corporation to comply with the
securities laws of the United States and of any State or other political
subdivision thereof; hereby ratifying and confirming all that such attorneys-in-
fact and agents, or any one of them, shall do or cause to be done by virtue
hereof.

     IN WITNESS WHEREOF, the undersigned has subscribed these presents this 1st
day of February, 1996.


                                        /s/ JAMES B. WILLIAMS
                                        ----------------------
                                            JAMES B. WILLIAMS