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

                                F O R M  10-Q


(X)   Quarterly Report Pursuant to Section 13 or 15(d) of The Securities
      Exchange Act of 1934

For the Quarterly Period Ended June 30, 1999


( )   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 1-13662


                    BOISE CASCADE OFFICE PRODUCTS CORPORATION


State of Incorporation                      IRS Employer Identification No.
      Delaware                                         82-0477390


                            800 West Bryn Mawr Avenue
                              Itasca, Illinois 60143
                                 (630) 773 - 5000


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.
                                                   Shares Outstanding
         Class                                     as of July 31, 1999
Common Stock, $.01 par value                           65,800,212


<PAGE>
                      PART I - FINANCIAL INFORMATION

Item 1.           Financial Statements

          BOISE CASCADE OFFICE PRODUCTS CORPORATION AND SUBSIDIARIES

                           STATEMENTS OF INCOME
             (expressed in thousands, except share information)
                                (unaudited)


                                      Three Months Ended June 30
                                        1999               1998
Net sales                           $  801,559         $  732,863
Cost of sales, including purchases
   from Boise Cascade Corporation
   of $75,447 and $67,958              588,420            544,554
                                    ___________        ___________
Gross profit                           213,139            188,309
                                    ___________        ___________

Selling and warehouse operating
   expense                             163,640            141,674
Corporate general and administrative
   expense, including amounts paid
   to Boise Cascade Corporation
   of $820 and $643                     12,282             13,375
Goodwill amortization                    3,798              3,025
Other operating income                  (3,195)                 -
                                    ___________        ___________
                                       176,525            158,074
                                    ___________        ___________
Income from operations                  36,614             30,235
                                    ___________        ___________
Interest expense                         5,796              6,885
Other income, net                          484                211
                                    ___________        ___________
Income before income taxes              31,302             23,561
Income tax expense                      13,024              9,833
                                    ___________        ___________
Net income                          $   18,278         $   13,728


Earnings per share-basic            $      .28         $      .21

Average common shares
   outstanding-basic                65,795,849         65,742,883


Earnings per share-diluted          $      .28         $      .21

Average common shares
   outstanding-diluted              65,795,849         65,824,163



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

<PAGE>
          BOISE CASCADE OFFICE PRODUCTS CORPORATION AND SUBSIDIARIES

                           STATEMENTS OF INCOME
             (expressed in thousands, except share information)
                               (unaudited)


                                       Six Months Ended June 30
                                       1999               1998
Net sales                           $1,649,948         $1,492,671
Cost of sales, including purchases
   from Boise Cascade Corporation
   of $144,324 and $135,202          1,217,681          1,108,784
                                    ___________        ___________
Gross profit                           432,267            383,887
                                    ___________        ___________
Selling and warehouse operating
   expense                             327,543            285,609
Corporate general and administrative
   expense, including amounts paid
   to Boise Cascade Corporation
   of $1,641 and $1,287                 25,408             25,812
Goodwill amortization                    7,424              6,195
Other operating income                  (3,195)                 -
                                    ___________        ___________
                                       357,180            317,616
                                    ___________        ___________
Income from operations                  75,087             66,271
                                    ___________        ___________
Interest expense                        12,248             13,350
Other income, net                          799                879
                                    ___________        ___________
Income before income taxes              63,638             53,800
Income tax expense                      26,870             22,483
                                    ___________        ___________
Net income                          $   36,768         $   31,317


Earnings per share-basic            $      .56         $      .48

Average common shares
   outstanding-basic                65,790,495         65,695,176


Earnings per share-diluted          $      .56         $      .48

Average common shares
   outstanding-diluted              65,801,009         65,782,084



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

<PAGE>
          BOISE CASCADE OFFICE PRODUCTS CORPORATION AND SUBSIDIARIES

                                BALANCE SHEETS
                           (expressed in thousands)


                                             (unaudited)
                                              June 30             December 31
ASSETS                                    1999          1998          1998

Current
  Cash and cash equivalents           $   21,113   $   37,566    $   31,838
  Receivables, less allowances
    of $9,644, $7,821, and $9,539        408,438      371,392       394,013
  Inventories                            188,228      191,267       226,955
  Deferred income tax benefits            20,719       17,820        14,335
  Other                                   38,044       22,509        31,532
                                      ___________  ___________   ___________
                                         676,542      640,554       698,673
                                      ___________  ___________   ___________

Property
  Land                                    27,813       27,321        28,572
  Buildings and improvements             150,225      140,029       143,192
  Furniture and equipment                228,910      195,784       214,611
  Accumulated depreciation              (166,043)    (145,251)     (149,071)
                                      ___________  ___________   ___________
                                         240,905      217,883       237,304
                                      ___________  ___________   ___________
Goodwill, net of amortization
    of $44,532, $30,886, and $37,108     485,233      437,742       494,883
Other assets                              44,538       34,727        30,885
                                      ___________  ___________   ___________
Total assets                          $1,447,218   $1,330,906    $1,461,745




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

<PAGE>
          BOISE CASCADE OFFICE PRODUCTS CORPORATION AND SUBSIDIARIES

                                BALANCE SHEETS
             (expressed in thousands, except share information)

                                               (unaudited)
                                                June 30           December 31
LIABILITIES AND SHAREHOLDERS' EQUITY      1999         1998          1998

Current
  Notes payable                       $   60,411   $   82,200    $   72,100
  Current portion of long-term debt        3,031        2,332         2,065
  Accounts payable
    Trade and other                      277,215      245,328       279,928
    Boise Cascade Corporation             30,408       25,639        29,297
                                      ___________  ___________   ___________
                                         307,623      270,967       309,225
                                      ___________  ___________   ___________
  Accrued liabilities
    Compensation and benefits             35,925       29,516        38,144
    Income taxes payable                  34,183            -           796
    Taxes, other than income              11,261       18,751         9,466
    Other                                 91,004       45,620        36,861
                                      ___________  ___________   ___________
                                         172,373       93,887        85,267
                                      ___________  ___________   ___________
                                         543,438      449,386       468,657
                                      ___________  ___________   ___________
Other
  Long-term debt, less current portion   280,530      307,126       354,224
  Other                                   31,068       33,493        75,950
                                      ___________  ___________   ___________
                                         311,598      340,619       430,174
                                      ___________  ___________   ___________
Shareholders' equity
  Common stock, $.01 par value,
    200,000,000 shares authorized;
    65,800,212, 65,757,558, and
    65,758,524 shares issued and
    outstanding at each period               658          658           658
  Additional paid-in capital             359,557      359,311       359,224
  Retained earnings                      245,248      186,729       208,480
  Accumulated other comprehensive
    income                               (13,281)      (5,797)       (5,448)
                                      ___________  ___________   ___________
    Total shareholders' equity           592,182      540,901       562,914
                                      ___________  ___________   ___________
Total liabilities and
  shareholders' equity                $1,447,218   $1,330,906    $1,461,745




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


<PAGE>
          BOISE CASCADE OFFICE PRODUCTS CORPORATION AND SUBSIDIARIES

                           STATEMENTS OF CASH FLOWS
                           (expressed in thousands)
                                  (unaudited)

                                                  Six Months Ended June 30
                                                     1999          1998

Cash provided by (used for) operations
  Net income                                      $  36,768     $  31,317
  Items in income not using (providing) cash
    Depreciation and amortization                    30,188        23,791
    Deferred income taxes                            (7,843)       (5,698)
    Restructuring reserve                            (3,988)            -
  Receivables                                       (14,425)      (12,532)
  Inventories                                        40,142         7,912
  Accounts payable and accrued liabilities           11,113           506
  Current and deferred income taxes                  28,070        (3,333)
  Other, net                                         (3,730)        3,259
                                                  __________    __________
    Cash provided by operations                     116,295        45,242
                                                  __________    __________

Cash used for investment
  Expenditures for property and equipment           (26,222)      (32,401)
  Acquisitions                                       (6,328)       (4,042)
  Other, net                                        (10,074)      (10,119)
                                                  __________    __________
    Cash used for investment                        (42,624)      (46,562)
                                                  __________    __________

Cash provided by (used for) financing
  Payments of long-term debt                        (72,728)      (51,043)
  Notes payable                                     (11,689)       58,900
  Other, net                                             21         2,274
                                                  __________    __________
    Cash provided by (used for) financing           (84,396)       10,131
                                                  __________    __________

Increase (decrease) in cash and
  cash equivalents                                  (10,725)        8,811
Balance at beginning of the period                   31,838        28,755
                                                  __________    __________
Balance at June 30                                $  21,113     $  37,566




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


<PAGE>
          BOISE CASCADE OFFICE PRODUCTS CORPORATION AND SUBSIDIARIES

                         NOTES TO FINANCIAL STATEMENTS
                                  (unaudited)

(1)  ORGANIZATION AND BASIS OF PRESENTATION.  Boise Cascade Office Products
     Corporation (together with its subsidiaries, "the Company" or "we"),
     headquartered in Itasca, Illinois, is one of the world's premier
     business-to-business distributors of products for the office.
     At June 30, 1999, Boise Cascade Corporation owned approximately
     81% of our outstanding common stock.

     The quarterly financial statements of the Company and its subsidiaries
     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 have been included.  Except as may be disclosed
     in the notes to the 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.  We have
     prepared the statements pursuant to the rules and regulations of the
     Securities and Exchange Commission.  Certain information and footnote
     disclosures normally included in financial statements prepared in
     accordance with generally accepted accounting principles have been
     condensed or omitted pursuant to such rules and regulations.  These
     quarterly financial statements should be read together with the
     statements and the accompanying notes included in our 1998 Annual
     Report.

(2)  NEW ACCOUNTING STANDARDS.  In June 1998, the Financial Accounting
     Standards Board issued Statement of Financial Accounting Standards
     No. 133, "Accounting for Derivative Instruments and Hedging Activities."
     This Statement establishes accounting and reporting standards requiring
     that every derivative instrument (including certain derivative
     instruments embedded in other contracts) be recorded in the balance sheet
     as either an asset or liability measured at its fair value.  In
     July 1999, the Financial Accounting Standards Board issued Statement of
     Financial Accounting Standards No. 137 that delayed the effective date of
     Statement 133 until fiscal years beginning after June 15, 2000.  We plan
     to adopt this Statement in the first quarter of 2001.  We are in the
     process of reviewing this Statement.  Adoption of this Statement is not
     expected to have a significant impact on our results of operations or
     financial position.

(3)  RESTRUCTURING RESERVE.  During the second quarter of 1999, we
     revised the amount of a restructuring reserve that we established
     in the fourth quarter of 1998 for our U.K. operations.  The
     restructuring program was less costly than originally anticipated.
     As a result, we recorded an increase to operating income of approximately
     $4.0 million ($2.7 million or $.04 per share - diluted, net of tax
     benefit) in the second quarter of 1999.  The increase to income included
     $0.5 million for termination payments to employees; $0.6 million for
     legal and professional fees related to facility closings and work force
     reductions; $1.6 million for facility, automobile, and delivery truck
     leasehold terminations; and $0.5 million of other costs.  These amounts
     were included in "Other operating income" in the Statements of Income.
     The increase to income also included a favorable adjustment to "Cost of
     sales" in the Statements of Income of about $0.8 million, which resulted
     from a lower than expected inventory write-down.

     The restructuring liability is included in "Accrued liabilities, other"
     in the Balance Sheets.  Changes in the reserve balance through June 30,
     1999, were as follows:

                     Termination   Legal and
                     payments to  professional   Leasehold   Other   Inventory
                      employees       fees     terminations  costs   writedown
                                        (expressed in thousands)

     Beginning balance  $ 1,400      $  900      $ 3,400    $ 4,400   $ 1,000
     Charges against
       reserve             (800)       (100)        (400)    (3,900)     (200)
     Reserves credited
       to income           (500)       (600)      (1,600)      (500)     (800)
                        ________     _______     ________   ________  ________
     Balance at
       June 30, 1999    $   100      $  200      $ 1,400    $     -    $    -

     Reserves credited to income reflect lower legal and professional fees,
     a sublease on one of the facilities, a decision to retain a small
     printing portion of the business, and fewer terminations of employees.
     Termination payments to employees are the result of workforce reductions
     of about 90 warehouse and administrative support associates as
     of June 30, 1999.  We expect the restructuring to result in total
     workforce reductions of approximately 100 warehouse and administrative
     support associates.

(4)  EARNINGS PER SHARE.  Basic earnings per share for the three and six
     months ended June 30, 1999 and 1998, were computed by dividing
     net income by the weighted average number of shares of common stock
     outstanding for the periods.  Diluted earnings per share for the
     three and six months ended June 30, 1999 and 1998, include the
     weighted average impact of stock options assumed exercised using the
     treasury method.  Earnings per share is computed independently for
     each period.


                            For the three months        For the six months
                                ended June 30              ended June 30
                              1999          1998          1999        1998

BASIC EARNINGS PER SHARE
Net income                 $   18,278   $   13,728     $   36,768   $   31,317

Shares of common stock:
  Weighted average
    shares outstanding     65,765,854   65,723,455     65,762,209   65,671,396
  Effect of contingent
    shares                     29,995       19,428         28,286       23,780
                           65,795,849   65,742,883     65,790,495   65,695,176

Basic earnings per share   $      .28   $      .21     $      .56   $      .48

DILUTED EARNINGS PER SHARE
Net income                 $   18,278   $   13,728     $   36,768   $   31,317

Shares of common stock:
  Weighted average
    shares outstanding     65,765,854   65,723,455     65,762,209   65,671,396
  Effect of options                 -       81,280         10,514       86,908
  Effect of contingent
    shares                     29,995       19,428         28,286       23,780
                           __________   __________     __________   __________
                           65,795,849   65,824,163     65,801,009   65,782,084

Diluted earnings per share $      .28   $      .21     $      .56   $      .48

(5)  COMPREHENSIVE INCOME (LOSS).  Comprehensive income (loss) for the
     periods include the following:
                                Three Months Ended      Six Months Ended
                                     June 30                  June 30
                                 1999       1998          1999       1998
                                      (expressed in thousands)

     Net income                $18,278    $13,728       $36,768    $31,317
     Other comprehensive
     income (loss)
       Cumulative foreign
        currency translation
        adjustment, net of
        income taxes              (902)      (479)       (7,833)     1,235
                               ________   ________      ________   ________
     Comprehensive income,
       net of income taxes     $17,376    $13,249       $28,935    $32,552

(6)  DEFERRED SOFTWARE COSTS.  We defer purchased and internally developed
     software and related installation costs for computer systems that are
     used in our business.  Deferral of costs begins when technological
     feasibility of the project has been established and it is determined
     that the software will benefit future years.  These costs are amortized
     on the straight-line method over the expected useful life of the product.
     If the useful life of the product is changed, the amortization period is
     adjusted.  "Other assets" in the Balance Sheets includes deferred
     software costs of $29.7 million, $21.9 million, and $26.9 million at
     June 30, 1999 and 1998, and December 31, 1998.

(7)  DEBT. On June 26, 1997, we entered into a $450 million revolving credit
     agreement with a group of banks that expires in June 2001 and
     provides for variable rates of interest based on customary indices.  The
     revolving credit agreement is available for acquisitions and general
     corporate purposes.  It contains financial and other covenants, including
     a negative pledge and covenants specifying a minimum fixed charge
     coverage ratio and a maximum leverage ratio.  At June 30, 1999,
     borrowings under the agreement totaled $125 million.  We may, subject
     to the covenants contained in the credit agreement and to market
     conditions, refinance existing debt or raise additional funds through the
     agreement and through other external debt or equity financings in the
     future.  In October 1998, we entered into an interest swap with a
     notional amount of $25 million that expires in 2000.  The swap results in
     an effective fixed interest rate of 5.1% with respect to $25 million of
     our revolving credit agreement borrowings.  We are exposed to credit-
     related gains or losses in the event of nonperformance by the
     counterparty to the swap; however, we do not expect the counterparty
     to fail to meet their obligations.

     We have filed a registration statement with the Securities and Exchange
     Commission to register $300 million of shelf capacity for debt
     securities.  In May 1998, we issued $150 million of 7.05% Notes ("Notes")
     under this registration statement.  The Notes are due May 15, 2005.
     We have $150 million of borrowing capacity remaining under this
     registration statement.

     In addition to the amount outstanding under the revolving credit
     agreement and Notes, we had $60.4 million and $82.2 million of short-term
     notes payable at June 30, 1999 and 1998.  The maximum amount of short-
     term notes payable during the six months ended June 30, 1999 and 1998,
     was $93.3 million and $116.6 million.  The average amount of short-term
     notes payable during the six months ended June 30, 1999 and 1998,
     was  $69.3 million and $75.7 million.  The weighted average interest
     rates for these borrowings was 5.4% and 5.9% for the periods.

     Cash payments for interest were $12.4 million and $14.1 million for the
     six months ended June 30, 1999 and 1998.

(8)  TAXES.  The estimated tax provision rate for the first six months of
     1999 was 43.0%, before the impact of the increase to income associated
     with our restructuring program.  The tax provision rate for the
     same period in the prior year was 42.0%.  The increase is
     primarily due to a shift in earnings among our foreign operations
     and the impact of nondeductible goodwill.

     For the six months ended June 30, 1999 and 1998, we paid income
     taxes, net of refunds received, of $5.6 million and $28.5 million.

(9)  ACQUISITIONS. During the first six months of 1999 we completed one
     acquisition, and during the first six months of 1998 we completed
     two acquisitions, all of which were accounted for under the purchase
     method of accounting.  Accordingly, the purchase prices were allocated
     to the assets acquired and liabilities assumed based upon their estimated
     fair values.  The initial purchase price allocations may be adjusted
     within one year of the date of purchase for changes in estimates of the
     fair values of assets and liabilities.  Such adjustments are not expected
     to be significant to results of operations or the financial position of
     the Company.  The excess of the purchase price over the estimated fair
     value of the net assets acquired was recorded as goodwill and is
     generally being amortized over 40 years.  The results of operations of
     the acquired businesses are included in our operations subsequent to the
     dates of acquisition.

     On January 11, 1999, we acquired the office supply business of Wallace
     Computer Services, based in Lisle, Illinois.  The transaction was
     completed for cash of $6.3 million and the recording of $0.2 milion of
     acquisition liabilities.

     In January 1998, we acquired the direct marketing business of Fidelity
     Direct, based in Minneapolis, Minnesota.  In February 1998, we acquired
     the direct marketing business of Sistemas Kalamazoo, based in Spain.
     These transactions were completed for cash of $4.0 million, debt assumed
     of $0.2 million, and the recording of $3.8 million of acquisition
     liabilities.

     Unaudited pro forma results of operations reflecting the acquisitions
     would have been as follows.  If the 1999 acquisition had occurred on
     January 1, 1999, there would have been no significant change in the
     results of operations for the first six months of 1999.
     If the 1999 and 1998 acquisitions had occurred January 1, 1998, sales for
     the first six months of 1998 would have remained $1.5 billion,
     net income would have decreased to $31.1 million, and basic and diluted
     earnings per share would have decreased to $.47.  This unaudited pro
     forma financial information does not necessarily represent the actual
     results of operations that would have occurred if the acquisitions had
     taken place on the dates assumed.

     In 1997, we acquired 100% of the shares of Jean-Paul Guisset S.A.
     ("JPG").  JPG is a direct marketer of office products in France.  The
     negotiated purchase price was approximately FF850.0 million
     (US$144.0 million) plus a price supplement payable in the year 2000,
     if certain earnings and sales growth targets are reached.
     The maximum amount of the price supplement is FF300.0 million.
     In 1998, we made a partial payment of the price supplement of
     FF27.0 million (US$4.4 million).  At June 30, 1999, we have a liability
     for the maximum remaining amount of the price supplement, FF273.0 million
     (US$43.1 million), which is included in "Other current liabilities" in
     the Balance Sheets.



Item 2.  Management's Discussion and Analysis of Financial Condition and
Results of Operations

Three Months Ended June 30, 1999, Compared with Three Months Ended
June 30, 1998

Results of Operations

Net sales in the second quarter of 1999 increased 9% to $801.6 million,
compared with $732.9 million in the second quarter of 1998.  The growth in
sales resulted primarily from same-location sales growth.  Same-location sales
increased 7% in the second quarter of 1999, compared with sales in the second
quarter of 1998.  Excluding the negative impact of paper price changes and
foreign currency changes, same-location sales increased 8%.

Cost of sales, which includes the cost of merchandise sold, the cost to
deliver products to customers, and the occupancy costs of our facilities,
increased to $588.4 million in the second quarter of 1999, which was 73.4% of
net sales.  Excluding the impact of nonroutine items associated with
restructuring, cost of sales in the second quarter of 1999 was 73.5% of net
sales (see "Restructuring Reserve" section for detailed information).  This
compares with $544.6 million reported in the same period of the prior year,
which represented 74.3% of net sales.  Excluding the impact of nonroutine
items, gross profit as a percentage of net sales was 26.5% and 25.7% for the
second quarters of 1999 and 1998.  Gross profit increased in the second
quarter of 1999 primarily because of higher margins in many of our businesses,
particularly in our domestic operations.  Our higher margins were primarily
the result of lower procurement costs.

Operating expense was 22.0% of net sales in the second quarter of 1999,
compared with 21.6% in the second quarter of 1998.  Excluding the impact of
nonroutine items associated with restructuring, operating expense for the
second quarter of 1999 was 22.4% of net sales (see "Restructuring Reserve"
section for detailed information).  Within the operating expense category,
selling and warehouse operating expense was 20.4% of net sales in the second
quarter of 1999, compared with 19.3% in the second quarter of 1998.  This
increase resulted, in part, from higher payroll and benefits as a percent of
sales, increased investment in our growth initiatives, start-up operating
costs associated with our Casper, Wyoming, customer service center, and a
modest employee-wide bonus program implemented during the last half of 1998.
Corporate general and administrative expense was 1.5% of net sales in the
second quarter of 1999, compared with 1.8% in 1998.  Goodwill amortization
increased to $3.8 million in the second quarter of 1999, compared with $3.0
million in the second quarter of 1998.  The increase in goodwill amortization
was the result of additional goodwill arising from our acquisitions.

Excluding the impact of nonroutine items, income from operations in the second
quarter of 1999 increased to $32.6 million, or 4.1% of net sales, compared to
our second quarter 1998 operating income of $30.2 million, or 4.1% of net
sales.  Compared to second quarter 1998, our second quarter 1999 operating
income includes an improvement of approximately $0.9 million in our European
operations affected by our restructuring efforts.  This improvement is
primarily non-cash and mainly represents the 1998 losses incurred in our joint
venture with Otto Versand.

Interest expense was $5.8 million in the second quarter of 1999, compared with
$6.9 million in the second quarter of 1998.  The decrease in interest expense
is due to lower debt balances compared with the prior period.

Excluding nonroutine items associated with restructuring, net income in the
second quarter of 1999 was $15.6 million, or 1.9% of net sales, compared with
$13.7 million, or 1.9% of net sales in the same period of the prior year.


Six Months Ended June 30, 1999, Compared with Six Months Ended June 30, 1998

Net sales for the six months ended June 30, 1999, increased 11% to $1.6
billion, compared with $1.5 billion a year ago.  The increase was due
primarily to same-location sales growth.  Same-location sales increased 7%
year to year.  Excluding the negative impact of paper price changes and
foreign currency changes, same-location sales grew 9%.

Cost of sales, which includes the cost of merchandise sold, the cost to
deliver products to the customers, and the occupancy costs of our facilities,
increased to $1.2 billion for the six months ended June 30, 1999, which was
73.8% of net sales.  This compares with $1.1 billion reported in the same
period of the prior year, which represented 74.3% of net sales.  Gross profit
as a percentage of net sales was 26.2% and 25.7% for the first six months of
1999 and 1998.  The increase was due to higher gross margins in many of our
businesses, with particular strength in our domestic operations.  Our higher
margins were primarily the result of lower procurement costs.

Operating expense was 21.6% of net sales for the first six months of 1999,
compared with 21.3% in the same period of the prior year.  Excluding the
impact of nonroutine items associated with restructuring, operating expense
for the first six months of 1999 was 21.8% (see "Restructuring Reserve"
section for detailed information).  Within the operating expense category,
selling and warehouse operating expense was 19.9% of net sales for the first
six months of 1999, compared with 19.1% in 1998.  The increase is due, in
part, from higher payroll and benefits as a percent of sales, increased
investment in our growth initiatives, start-up operating costs associated with
our Casper, Wyoming, customer service center, and a modest employee-wide bonus
program implemented during the last half of 1998.  Corporate general and
administrative expense was 1.5% of net sales for the first six months of 1999,
compared with 1.7% in 1998.  Goodwill amortization increased to $7.4 million
for the first six months of 1999, compared with $6.2 million in 1998.  The
increase in goodwill amortization was the result of additional goodwill
arising from our acquisitions.

Excluding the impact of nonroutine items, income from operations for the first
six months of 1999 was $71.1 million, or 4.3% of net sales, compared with 1998
operating income of $66.3 million, or 4.4% of net sales.  Compared to the
first six months of 1998, our operating income for the first six months of
1999 includes an improvement of approximately $2.2 million in our European
operations affected by our restructuring efforts.  This improvement is
primarily non-cash and mainly represents the 1998 losses incurred in our joint
venture with Otto Versand.

Interest expense was $12.2 million for the first six months of 1999, compared
with $13.4 million in 1998.  The decrease in interest expense is due to lower
debt balances compared with the prior period.

Excluding nonroutine items associated with restructuring, net income for the
first six months of 1999 was $34.1 million, or 2.1% of net sales, compared
with $31.3 million, or 2.1% of net sales, in the same period of the prior
year.


Restructuring Reserve

During the second quarter of 1999, we revised the amount of a restructuring
reserve that we established in the fourth quarter of 1998 for our U.K.
operations.  The restructuring program was less costly than originally
anticipated.  As a result, we recorded an increase to operating income of
approximately $4.0 million ($2.7 million or $.04 per share - diluted, net of
tax benefit) in the second quarter of 1999.  The increase to income included
$0.5 million for termination payments to employees; $0.6 million for legal and
professional fees related to facility closings and work force reductions; $1.6
million for facility, automobile, and delivery truck leasehold terminations;
and $0.5 million of other costs.  These amounts were included in "Other
operating income" in the Statements of Income.  The increase to income also
included a favorable adjustment to "Cost of sales" in the Statements of Income
of about $0.8 million, which resulted from a lower than expected inventory
write-down.

The restructuring liability is included in "Accrued liabilities, other" in the
Balance Sheets.  Changes in the reserve balance through June 30, 1999, were as
follows:

                     Termination   Legal and
                     payments to  professional   Leasehold   Other   Inventory
                      employees       fees     terminations  costs   writedown
                                        (expressed in thousands)

     Beginning balance  $ 1,400      $  900      $ 3,400    $ 4,400   $ 1,000
     Charges against
       reserve             (800)       (100)        (400)    (3,900)     (200)
     Reserves credited
       to income           (500)       (600)      (1,600)      (500)     (800)
                        ________     _______     ________   ________  ________
     Balance at
       June 30, 1999    $   100      $  200      $ 1,400    $     -    $    -

Reserves credited to income reflect lower legal and professional fees, a
sublease on one of the facilities, a decision to retain a small printing
portion of the business, and fewer terminations of employees.  Termination
payments to employees are the result of workforce reductions of about 90
warehouse and administrative support associates as of June 30, 1999.  We
expect the restructuring to result in total workforce reductions of
approximately 100 warehouse and administrative support associates.


Liquidity and Capital Resources

Our principal requirements for cash have been to make acquisitions, fund
technology development and working capital needs, expand our facilities at
existing locations, and open new distribution centers.  The execution of our
strategy for growth, including acquisitions and the relocation of several
existing distribution centers into new and larger facilities, is expected to
require capital outlays over the next several years.  Our restructuring
efforts (see "Restructuring Reserve" section) are not expected to have a
material impact on our liquidity.

To finance our capital requirements, we expect to rely upon funds from a
combination of sources.  In addition to cash flow from operations, we have a
$450 million revolving credit agreement that expires in 2001 and provides for
variable rates of interest based on customary indices.  The revolving credit
agreement is available for acquisitions and general corporate purposes.  It
contains financial and other covenants, including a negative pledge and
covenants specifying a minimum fixed charge coverage ratio and a maximum
leverage ratio.  At June 30, 1999, $125 million was outstanding under this
agreement. We may, subject to the covenants contained in the credit agreement
and to market conditions, refinance existing debt or raise additional funds
through the agreement and through other external debt or equity financings in
the future.  In October 1998, we entered into an interest swap with a notional
amount of $25 million that expires in 2000.  The swap results in an effective
fixed interest rate of 5.1% with respect to the $25 million of our revolving
credit agreement borrowings.

We have filed a registration statement with the Securities and Exchange
Commission to register $300.0 million of shelf capacity for debt securities.
In May 1998, we issued $150.0 million of 7.05% Notes ("Notes") under this
registration statement.  The Notes are due May 15, 2005. We have $150.0
million of borrowing capacity remaining under this registration statement.

In addition to the amount outstanding under the revolving credit agreement and
Notes, we had short-term notes payable of $60.4 million at June 30, 1999.  The
maximum amount of short-term notes payable during the six months ended June
30, 1999, was $93.3 million.  The average amount of short-term notes payable
during the six months ended June 30, 1999, was $69.3 million.  The weighted
average interest rate for these borrowings was 5.4%

As a result of our acquisition activity, we also had short-term acquisition
liabilities of $49.3 million, primarily for the JPG price supplement, at June
30, 1999, which were included in "Accrued liabilities, other."  Additionally,
we had long-term acquisition liabilities of $5.2 million at June 30, 1999,
which were included in "Other long-term liabilities" (see Note 9,
"Acquisitions," in the Notes to Financial Statements for more information on
our acquisition activity.)

In June 1996, we filed a registration statement with the Securities and
Exchange Commission for 4.4 million shares of common stock to be offered from
time to time in connection with future acquisitions.  As of June 30, 1999, 3.8
million shares remained unissued under this registration statement.

Net cash provided by operations in the first six months of 1999 was $116.3
million.  This was the result of $55.1 million of net income, depreciation and
amortization, and other noncash items, and a $61.2 million decrease in certain
components of working capital.  Net cash used for investment in the first six
months of 1999 was $42.6 million, which included $26.2 million of expenditures
for property and equipment, and $6.3 million for acquisitions.  Net cash used
for financing was $84.4 million for the first six months of 1999, resulting
from reductions in our total debt outstanding.

Net cash provided by operations in the first six months of 1998 was $45.2
million.  This was primarily the result of $49.4 million of net income,
depreciation and amortization, and other noncash items, offset by a $4.2
million increase in certain components of working capital.  Net cash used for
investment in the first six months of 1998 was $46.6 million, which included
$32.4 million of expenditures for property and equipment, and $4.0 million for
acquisitions.  Net cash provided by financing was $10.1 million for the first
six months of 1998, resulting primarily from borrowings we made to fund
acquisitions.


New Accounting Standards

In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 133, "Accounting for Derivative Instruments
and Hedging Activities."  This Statement establishes accounting and reporting
standards requiring that every derivative instrument (including certain
derivative instruments embedded in other contracts) be recorded in the balance
sheet as either an asset or liability measured at its fair value.  In July
1999, the Financial Accounting Standards Board issued Statement of Financial
Accounting Standards No. 137 that delayed the effective date of Statement 133
until fiscal years beginning after June 15, 2000.  We plan to adopt this
Statement in the first quarter of 2001.  We are in the process of reviewing
this Statement.  Adoption of this Statement is not expected to have a
significant impact on our results of operations or financial position.


Year 2000 Computer Issue

We have undertaken a comprehensive review of our operations worldwide to
identify our preparedness for the year 2000 issue and are executing a plan for
our operations to address this issue.  We believe that all of the computer
systems we use to service our customers in all of our domestic and foreign
locations are now year 2000 compliant.  A personnel scheduling system, not
directly related to servicing our customers, is scheduled for a vendor-
supplied release upgrade in August to make it year 2000 compliant.

We have also been reviewing the year 2000 compliance in our infrastructure
(e.g. telecommunication; heating, ventilation, and air conditioning; security
systems; utilities; warehouse equipment; voice mail systems; desktop and
portable personal computers).  We believe that all of our data communications
infrastructure is now compliant and that nearly all of our voice
communications infrastructure (switches, automatic call distribution systems,
and voice mail systems) are compliant with the few exceptions scheduled for
vendor-supplied software release upgrades in August.  We believe that all
other infrastructure critical to customer service is now compliant.  We are
continuing to perform compliance testing on all residual infrastructure
components.

We have discussed the year 2000 issue with our critical suppliers to determine
the extent to which we could be affected if their systems are not year 2000
compliant.  Most of our critical suppliers have confirmed that they already
are, or specifically when they expect to be, compliant.  Throughout 1999, we
intend to continue monitoring this compliance.

The most reasonably likely worst case scenario of failure by us or our
suppliers or customers to be year 2000 compliant would be a temporary
inability to process orders, to obtain or deliver products and services to our
customers, or to collect amounts due to us from customers.  We are currently
developing contingency plans in the event that critical systems, suppliers, or
customers encounter year 2000 problems.

The overall incremental costs to make our systems year 2000 compliant are
expected to be less than $5 million.  Approximately $4.4 million has been
spent through June 30, 1999.  These costs are being expensed as incurred.  We
have also incurred costs over the last several years for year 2000 compliant
computer system additions, replacements, and upgrades in order to realize
efficiencies and process improvements.  These costs are generally capitalized
and amortized over a period of three to five years.

Our discussion of the year 2000 computer issue contains forward-looking
information.  We believe that our critical computer systems will be year 2000
compliant and that the costs to achieve compliance will not materially impact
our financial condition, operating results, or cash flows.  Nevertheless,
factors that could cause actual results to differ from our expectations
include the successful implementation of year 2000 initiatives by our
customers and suppliers, changes in the availability and costs of resources to
implement year 2000 changes, and our ability to successfully identify and
correct all systems affected by the year 2000 issue.


Business Outlook

Our core North American operations remain strong.  We continue to expect our
cross-selling efforts in furniture, computer consumables, promotional
products, and office paper to result in additional sales to our existing
customers.  Also, we see excellent opportunities in serving the middle-market,
which represents businesses of 25 to 100 employees.  Our custom-designed sales
effort, Boise Express, is aimed specifically at this market.  Our integrated
supply program offers another growth opportunity.  We are looking for ways to
broaden our integrated supply offering by developing strategic alliances with
other suppliers.  We also expect to grow sales by serving middle-market
customers through a larger sales force.  The pace of our revenue growth will
partially depend on the success of these initiatives.  We are also seeing
merger-driven consolidations among not only some of our large customers but
also among some of our key competitors.  As a result, continued same-location
sales growth will depend, in part, on conditions outside our control such as
economic conditions and the competitive environment in which we operate.

Our sales growth also depends, in part, on our ability to identify appropriate
acquisition candidates in the U.S. and internationally.  Over the past several
years, acquisitions have contributed significantly to our revenue growth.
Although our acquisition pace has slowed, acquisitions remain an important
part of our growth strategy.  We will continue to pursue acquisitions of
businesses that fit our business model.

Our French and Australian operations are performing well, posting double-digit
sales growth and operating income improvement.  We are continuing to develop
our direct marketing operations in Spain and Belgium, both of which are
progressing nicely.

We believe our gross margins will continue to be impacted principally by the
competitive environment in which we operate, including the pricing strategies
established by our competitors.  While we believe that our efforts to lower
our procurement costs will be successful over time, there is no assurance that
our gross margins may not decline under competitive pressure.  In addition,
office paper has historically impacted our gross margins and operating margins
as paper prices rise or fall.  We are uncertain as to the timing or magnitude
of any future changes in paper prices.  Also, it is difficult to accurately
predict what favorable or adverse impact changes in paper prices might have on
our future gross margins or financial results.  However, we believe our office
paper business can be managed to maintain acceptable margins and cost
effectively provide our customers with this important product.  To a lesser
extent our gross margins will be impacted by our ability to lower our delivery
costs and leverage our fixed occupancy costs.  Gross margins and operating
expense ratios generally vary among product categories, distribution channels,
and geographic locations.  As a result, we expect some fluctuation in these
ratios over time as our sales mix evolves.


Risk Factors Associated With Forward Looking Statements

The Management's Discussion and Analysis of Financial Condition and Results of
Operations includes "forward looking statements" which involve uncertainties
and risks.  There can be no assurance that actual results will not differ from
the Company's expectations.  Factors which could cause materially different
results include, among others, our ability to implement our operating
strategies, integration, and restructuring plans and to realize cost savings
and efficiencies; the timing and amount of any paper price changes; continued
same-location sales growth; the changing mix of products sold to our
customers; the pace and success of our acquisition program; the success of new
product line introductions; the uncertainties of expansion into international
markets, including currency exchange rates, legal and regulatory requirements,
and other factors; changes in the competitive environment brought about by
consolidation of customers and competitors, and other competitive and general
economic conditions.


Item 3.   Quantitative and Qualitative Disclosures About Market Risks

Changes in interest rates and currency rates expose us to financial market
risk.  Our debt is a combination of variable-rate and fixed-rate debt.  We
experience only modest changes in interest expense when market interest rates
change.  Consequently, our market risk-sensitive instruments do not subject us
to material market risk exposure.  Our operations in Australia, Belgium,
Canada, France, Spain, and the United Kingdom are denominated in currencies
other than U.S. dollars.  Most foreign currency transactions have been
conducted in the local currency, with minimal cross-border product movement,
limiting our exposure to changes in currency rates.  Changes in our debt and
our 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 use interest rate swaps and rate hedge agreements to
hedge underlying debt obligations or anticipated transactions.  For qualifying
hedges, our financial statements reflect interest rate differentials as
adjustments to interest expense over the life of the swap or underlying debt.
We defer gains and losses related to qualifying hedges of foreign currency
firm commitments and anticipated transactions, and we recognize such gains and
losses in income or as adjustments of carrying amounts when the hedged
transaction occurs.  We mark to market all other forward exchange contracts
and include unrealized gains and losses in current period net income.  We had
no material exposure to losses from derivative financial instruments held at
June 30, 1999. We do not use derivative financial instruments for trading
purposes.



                         PART II - OTHER INFORMATION

Item 1.    Legal Proceedings

The Company is not currently involved in any legal or administrative
proceedings that it believes could have, either individually or in the
aggregate, a material adverse effect on its business or financial condition.

Item 2.    Changes in Securities

None.

Item 3.    Defaults Upon Senior Securities

None.

Item 4.    Submission of Matters to a Vote of Security Holders

The Company held its annual shareholders meeting on April 20, 1999.  A total
of 65,758,524 shares of common stock were outstanding and entitled to vote at
the meeting.  Of the total outstanding, 64,337,715 shares were represented at
the meeting and 1,420,809 shares were not voted.

Shareholders cast votes for the election of the following directors whose
terms expire in 2002:

                                     In Favor              Withheld
Theodore Crumley                    64,068,712              269,003
A. William Reynolds                 64,052,420              285,295
Donald E.Roller                     64,094,425              243,290

Continuing in office are James G. Connelly III and Peter G. Danis Jr., whose
terms expire in 2000, and John B. Carley, George J. Harad, and Christopher C.
Milliken, whose terms expire in 2001.

The shareholders also ratified the appointment of Arthur Andersen LLP, as the
Company's independent auditors for the year 1999 with votes cast 64,112,465
for, 165,913 against, and 59,337 abstained.

The shareholders also ratified the amendment of the Key Executive Stock Option
Plan.  The votes for the amendment were 61,031,411 for, 810,493 against, and
204,890 abstained.

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)  No Form 8-K's were filed during the quarter covered by this
           report.



<PAGE>
                                  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
                                    OFFICE PRODUCTS CORPORATION

   As Duly Authorized Officer and
   Chief Accounting Officer:        /s/Thomas J. Jaszka
                                    _____________________________
                                    Thomas J. Jaszka
                                    Vice President and Controller

Date:  August 12, 1999










<PAGE>
                  BOISE CASCADE OFFICE PRODUCTS CORPORATION
                              INDEX TO EXHIBITS
                 Filed With the Quarterly Report on Form 10-Q
                      for the Quarter Ended June 30, 1999

Number      Description                                      Page

27          Financial Data Schedule
<PAGE>