SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549
                                
                            FORM 10-K
                                
[X]   ANNUAL  REPORT  PURSUANT TO SECTION  13  OR  15(d)  OF  THE
SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 1996

                               OR
                                
[   ]  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 0-20704
                                
                     ACX TECHNOLOGIES, INC.
     (Exact name of registrant as specified in its charter)

           Colorado                        84-1208699
   (State of incorporation)     (I.R.S. Employer Identification No.)

 16000 Table Mountain Parkway,  Golden, Colorado      80403
     (Address of principal executive offices)       (Zip Code)

                         (303) 271-7000
      (Registrant's telephone number, including area code)

   Securities registered pursuant to Section 12(b) of the Act:
                                
                       Title of each class
                              None
                                
            Name of each exchange on which registered
                              None
                                
   Securities registered pursuant to Section 12(g) of the Act:
                   $.01 par value Common Stock
                        (Title of class)
                                
  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  by  check  mark  if disclosure  of  delinquent  filers
pursuant to Item 405 of Regulation S-K is not contained herein, and
will  not  be contained, to the best of registrant's knowledge,  in
definitive   proxy  or  information  statements   incorporated   by
reference  in Part III of this Form 10-K or any amendment  to  this
Form 10-K.  [X]

   As  of  March 24, 1997, there were 27,970,554 shares  of  common
stock  outstanding.   The aggregate market value  of  such  shares,
other  than shares held by persons who may be deemed affiliates  of
the Registrant, was $280,276,879.

DOCUMENTS INCORPORATED BY REFERENCE

  Registrant's Proxy Statement filed in connection with the 1997
Annual Meeting of Shareholders is incorporated by reference into
Part III.

                     ACX TECHNOLOGIES, INC.
                                
    Unless  the context otherwise requires, references herein  to
the Company include ACX Technologies, Inc. (ACX Technologies) and
its subsidiaries, including Graphic Packaging Corporation and its
subsidiaries  (collectively referred to  as  Graphic  Packaging),
Coors   Porcelain  Company  and  its  subsidiaries  (collectively
referred to as Coors Ceramics), Golden Aluminum Company  and  its
subsidiaries  (collectively referred to as Golden  Aluminum)  and
Golden   Technologies   Company,  Inc.   and   its   subsidiaries
(collectively referred to as Golden Technologies).

                             PART I

ITEM 1.  BUSINESS

(a)  General Development of Business

       The   Company,   through  its  wholly-owned  subsidiaries,
manufactures advanced technical ceramics products for  industrial
markets  and  high-performance consumer and industrial  packaging
products.  In addition to these core businesses, the Company owns
technology-based   developmental   businesses.    The   Company's
strategy  is  to  maximize the competitive positions  and  growth
opportunities  of its core businesses and develop  promising  new
technologies with potential for profitable commercial  industrial
application.    The   strategy  includes   review   of   business
acquisitions, joint ventures and dispositions of under-performing
assets.

     The Company was incorporated in Colorado in August 1992 as a
holding  company  for  the  packaging,  ceramics,  aluminum   and
developmental  businesses formerly owned by Adolph Coors  Company
(ACCo).   Effective  December 27, 1992, ACCo distributed  to  its
shareholders all outstanding shares of the Company.  In 1996, the
Board  of  Directors adopted a plan to dispose of  the  Company's
aluminum  rigid  container sheet business, Golden  Aluminum.   On
March 1, 1997, the sale of Golden Aluminum was completed for  $70
million,  $10  million of which was received at closing  and  $60
million is due within two years.  During the two year period, the
purchaser has the right to return Golden Aluminum to the  Company
rather  than pay the $60 million obligation.  The initial payment
of  $10 million is non-refundable.  The working capital of Golden
Aluminum,  which  was  not part of the sale  agreement,  will  be
liquidated  during  the first half of 1997  and  is  expected  to
produce between $50 million and $55 million in cash.

      The  Company's principal executive offices are  located  at
16000  Table  Mountain  Parkway,  Golden,  Colorado  80403.   The
Company's telephone number is (303) 271-7000.

(b)  Financial Information About Industry Segments

Certain financial information for the Company's business segments
is included in the following summary:

                         Operating            Depreciation   Additions
                  Net     Income                  and           to
(In thousands)   Sales    (Loss)     Assets   Amortization  Properties
1996                                                                
                                                                    
Ceramics       $276,352    $44,204  $214,635      $16,159    $30,291
Packaging       346,547     41,048   205,705       19,959     13,314
Developmental                                                       
  businesses     89,481    (48,447)  104,138        5,757     12,558
Discontinued                                                        
  operations        ---        ---   116,552        7,307      1,036
Corporate           ---     (8,169)   35,662          341        327
                                                                    
               $712,380    $28,636  $676,692      $49,523    $57,526
                                                                    
1995                                                                
                                                                    
Ceramics       $270,877    $47,395  $189,191      $14,046    $25,122
Packaging       308,109     34,551   197,587       16,945     20,149
Developmental                                                       
  businesses     81,867    (13,740)   80,350        5,643      7,426
Discontinued                                                        
  operations        ---        ---   268,260       12,618      7,177
Corporate           ---     (9,500)   50,098          605        153
                                                                    
               $660,853    $58,706  $785,486      $49,857    $60,027
                                                                    
1994                                                                
                                                                    
Ceramics       $231,288    $33,091  $165,804      $11,831    $18,949
Packaging       258,833     27,889   197,330       13,632      8,407
Developmental                                                       
  businesses     88,584    (13,174)   88,852        8,842      5,920
Discontinued                                                        
  operations        ---        ---   297,962       11,573      9,768
Corporate           ---     (9,355)   10,342          222         53
                                                                    
               $578,705    $38,451  $760,290      $46,100    $43,097

Operating  income (loss) for reportable segments is exclusive  of
certain unallocated corporate expenses.  Corporate assets include
cash and cash equivalents and certain properties.

(c)  Narrative Description of Business Segments

Ceramics Business

      General.   Coors Ceramics develops, manufactures and  sells
advanced  technical  ceramic products  across  a  wide  range  of
product   lines  for  a  variety  of  structural  and  electronic
applications.   Coors Ceramics, which has been  in  business  for
over   75   years,   is   the  largest  U.S.-owned,   independent
manufacturer of advanced technical ceramics.

      Markets  and Products. Coors Ceramics participates  in  two
major  markets  of  the  advanced  technical  ceramics  industry:
structural   and   mechanical  applications   (structural),   and
electronic applications and advanced electronic ceramic  packages
(electronics).   Ceramic  materials  are  ideal  for   structural
applications because of their hardness, strength, wear resistance
and  ability  to  withstand extremely high  temperatures  and  be
precisely   machined.   They  are  widely  used  in   electronics
applications   because  of  their  high  electrical  resistivity,
superior strength and heat resistance.

     The primary uses of structural ceramics are as components in
mechanical devices.  Examples include slitting knives  and  other
processing  and  sizing devices used in high-speed  paper  making
machines;  seals  and  other components  of  pumps  installed  in
automobiles,  home  appliances,  chemical  processing  and  blood
analysis  equipment;  fixtures  for  holding  silicon  wafers  in
semiconductor  chip fabrication; valves used in  fluid  handling;
precipitators  used in pollution control equipment;  power  tubes
used  in  electrical power generation installations; and  linings
for  pipe  used  in  the processing of coal  and  other  abrasive
materials.   Some principal users of structural ceramics  include
the  automotive,  semiconductor processing equipment,  appliance,
chemical,  pulp  and paper processing, pollution  control,  power
generation and wire manufacturing industries.

      A major application of electronic ceramics is the substrate
or  base  for  various electronic circuits, pressure sensors  and
semiconductor chips, which are critical components in  computers,
communications   systems,  automotive   controls   and   military
electronics.   Electronic ceramics are also  part  of  electronic
components, such as capacitors and insulators, used in electrical
devices.   Advanced electronic ceramic packages are casings  that
surround  a semiconductor chip, both insulating it and connecting
it to printed circuitry.  These packages are used in applications
which  require  high  reliability such  as  cellular  telephones,
pagers  and radar detection devices.  Primary users of electronic
ceramic  components  include  the  computer,  telecommunications,
defense,   automotive   and  electronic  components   industries.
Applications  of  electronic ceramic  components  include  global
positioning   systems,   automotive  anti-lock   brake   systems,
electronic  ignition  systems  and substrates  in  computers  and
telephone switching systems.

      Coors Ceramics' products are engineered and custom designed
to  meet  specific  customer  requirements.   Successful  product
design  requires consultation with customers in their  choice  of
the  correct  base  material and selection by Coors  Ceramics  of
appropriate  manufacturing processes.  Because  advanced  ceramic
products  are  sold  primarily  to industrial  manufacturers  for
incorporation into their products or processes, the  industry  is
sensitive to changes in economic conditions that affect  the  end
users  of  ceramic products.  For example, sales fluctuations  in
the  domestic  automobile industry could  directly  affect  Coors
Ceramics' sales to the automotive market because an American  car
currently  contains  approximately 17 ceramic  components.   This
sensitivity was demonstrated by the increase in operating  income
in  1995 compared to 1994 of 43.2% which was driven in large part
by the expanding semiconductor and telecommunications industries.
In   1996,  these  industries  experienced  declines  and   Coors
Ceramics' operating income decreased 6.7%.

     Strategy.  Among Coors Ceramics' most valuable assets is its
reputation for expert custom product design, product quality  and
customer  service.   Its strategy emphasizes alliances  with  key
customers  to  develop value-added, engineered ceramic  products.
Coors  Ceramics  has  cooperative development  and  sole-supplier
agreements   with  several  major  customers.   It   continuously
evaluates  new  ceramic  materials,  often  in  partnership  with
customers,  in order to anticipate and satisfy customers'  future
needs  and  to  offer a greater range of products  with  improved
performance  characteristics.  Coors Ceramics  also  aggressively
pursues  new applications for ceramic to replace metal and  other
conventional  materials.  Coors Ceramics has developed  zirconia,
tungsten  carbide and silicon carbide based ceramic products  and
is  developing  other  materials to complement  and  enhance  its
conventional  alumina based product lines.  It  is  a  leader  in
introducing new commercial uses of ceramic components to  replace
metal  or  plastics in applications such as components  in  paper
making machines and valves for fluid dispensing.  In 1997,  Coors
Ceramics  will  continue to devote resources to new  product  and
material  development  and  will  be  challenged  to  manage  the
cyclicality  of its business, which fluctuates with  certain  key
segments of the U.S. and foreign economies.

      Coors  Ceramics targets proven industrial markets  and  new
market  segments  that  it expects to provide  growth  potential,
especially  markets which are expected to grow more rapidly  than
the  overall  economy.  These markets include power distribution,
both  in  actual  distribution equipment and in high  temperature
electrostatic precipitators that remove particulates  from  power
plant  emissions, and fluid handling, primarily in  the  area  of
ceramic components in valves, pumps and flow meters for chemical,
food  processing  and  petro-chemical  applications.   Management
believes there are significant near-term growth opportunities  in
the  power tube and pressure sensor markets.  In addition,  long-
term  growth opportunities are expected in the semiconductor  and
telecommunications industries which economists generally  believe
will begin to recover in late 1997 or early 1998.  Growth is also
expected in electronic ceramic packages as the use of pagers  and
cellular   telephones  expands  worldwide.   Technology   license
agreements  present  additional  growth  opportunities.   In  the
fourth  quarter of 1995, a licensing agreement with a major  U.S.
company  was  entered  into  for the  production  of  "Controlled
Collapse  Chip Connection" (C4) ceramic packages.  These products
are   extremely   sophisticated  and   are   used   in   high-end
semiconductor   applications.   Coors  Ceramics   is   completing
installation  of  equipment necessary for full scale  production.
In   addition,  customers  are  currently  evaluating  the  Coors
Ceramics'  C-4 pilot-line products.  Completion of  the  scale-up
and  product  testing  and  receipt  of  customer  approvals  and
customer  orders,  if  any, could take up  to  a  year  or  more,
depending  upon the specifications established by  customers  and
the testing required.

      Manufacturing  and  Raw Materials.   Ceramic  manufacturing
involves several successive operations.  Initially, a powder such
as  zirconia or alumina is mixed with binding and other materials
that   will  provide  the  ultimate  product  with  the   desired
performance  characteristics.  The second step  involves  forming
operations,  such  as  dry or isostatic  pressing  of  powder  or
casting  of  a  liquefied  form of base  material.   The  ceramic
components  may  then undergo grinding or cutting  operations  to
approximate  the  desired  final configuration.   The  parts  are
usually  then fired in a high temperature furnace and may require
further  grinding, finishing, metal plating or additional firing,
depending   upon   component  specifications.   Coors   Ceramics'
manufacturing  operations involve extensive testing  and  quality
assurance procedures.

     Raw materials used in Coors Ceramics' operations are readily
available from diverse sources.  Coors Ceramics purchases alumina
powder,  the primary raw material for its manufacturing  process,
and  other  ceramic  powders,  binders  and  raw  materials  from
multiple sources.

      Coors  Ceramics  owns or leases approximately  1.7  million
square  feet  of  manufacturing space in the  United  States  and
abroad.  Overall, Coors Ceramics operated at approximately 67% of
its  available  capacity in 1996 primarily due to lower  capacity
utilization  at  plants  servicing  the  telecommunications   and
semiconductor  industries.  Capacity, which is  not  currently  a
major  constraint, ranged between 29% and 90% at Coors  Ceramics'
21  manufacturing facilities.  These facilities,  each  of  which
specializes  to some extent in a particular market, are  for  the
most  part  strategically  located to optimize  customer  service
while  minimizing manufacturing and transportation costs.   Coors
Ceramics  continues  to  invest in computerized,  high  precision
manufacturing  equipment and believes it is well  positioned  for
growth  opportunities  in  both  domestic  and  foreign  markets.
During 1996, Coors Ceramics invested in material preparation  and
other  capacity expansion at some of its locations and the  above
mentioned C4 project.

      Sales  and  Distribution.  Products are sold  primarily  to
manufacturers,  including original equipment  manufacturers,  for
incorporation  into industrial applications and products.   Sales
are  made  through direct sales employees located throughout  the
United    States    and   Europe   and   through   manufacturers'
representatives.  Coors Ceramics' sales personnel, many  of  whom
are  engineers, receive substantial internal technical assistance
and engineering support because of the highly technical nature of
its products.

      International sales, primarily in Western European and  Far
East  markets,  constituted approximately 29%,  28%  and  27%  of
ceramic  product  sales  in 1996, 1995  and  1994,  respectively.
Although  most  of these sales are denominated in  U.S.  dollars,
Coors Ceramics selectively hedges the U.S. dollar against foreign
currencies used in these markets in order to mitigate the effects
of adverse currency fluctuations.

      Structural products represented approximately 71%, 64%  and
60%  of Coors Ceramics' total net sales for 1996, 1995 and  1994,
respectively, with electronic products representing the remainder
of net sales.  No single product line or class accounted for more
than 10% of the Company's consolidated net revenue although sales
of  various product lines to the petro-chemical, power generation
and  mining, and automotive industries comprised 14.2%, 13.2% and
11.0%,  respectively,  of Coors Ceramics' 1996  consolidated  net
revenue.    Sales   to  the  semiconductor/data  processing   and
telecommunications industries represented 9.5% and 8.4% of  Coors
Ceramics' 1996 consolidated net revenue, respectively.

       Coors   Ceramics'  25  largest  customers  accounted   for
approximately  38%  of  its net sales for 1996,  with  no  single
customer  representing  more than 10% of Coors  Ceramics'  annual
sales.   Commitment  to  consistent  high  quality  and  customer
service  has  earned  Coors Ceramics sole  supplier  status  with
several  major  U.S. manufacturers and a dominant  position  with
several other major customers.

      As  of March 1, 1997, Coors Ceramics had backlog orders  of
approximately $95.5 million, as compared to $96.2 million  as  of
March  1,  1996.   Most of the 1997 backlog  is  expected  to  be
shipped  before the end of the second quarter of 1997.  Customers
may  place annual orders, with shipments scheduled over a  twelve
month period.  Backlog orders tend to be higher in the structural
products  segment  because of the longer time between  order  and
delivery  dates under purchase orders.  Sales are  not  seasonal,
although  they are sensitive to overall economic conditions  that
affect  the users of advanced ceramic products.  Backlog  is  not
necessarily indicative of past or future operating results.

      Competition.  Competition in the advanced ceramics industry
is  vigorous and comes chiefly from Kyocera Corporation  (Japan),
Morgan  Crucible  Co.  (United  Kingdom),  NGK  Insulators,  Ltd.
(Japan),   Cerasiv   (Germany)  and  Hoechst   Group   (Germany).
Principal  competitive factors in the worldwide market are  price
(including  the  impact  of currency fluctuations),  quality  and
delivery schedules.  In recent years, competitive pressures  have
caused  former major domestic manufacturers to go out of business
or  be  acquired by foreign entities.  Coors Ceramics is a  major
competitor  in most structural and electronic markets  it  serves
and  enjoys  a  prominent position in some  product  lines.   For
worldwide   advanced   electronic   ceramic   packages,   Kyocera
Corporation is dominant.

       Coors  Ceramics  is  the  largest  U.S.-owned  independent
manufacturer of advanced technical ceramics and has long standing
relationships  with major corporations based on  consistent  high
quality  and service, which Coors Ceramics believes gives  it  an
advantage in domestic and certain foreign markets.

       Ceramic   materials  offer  advantages  over  conventional
materials  for  applications  in  which  certain  properties  are
important,  such as high electrical resistivity, hardness,  high-
temperature  strength, wear and abrasion resistance  and  precise
machinability.  Ceramic products, however, face competition  from
metals  and  other materials.  Plastics, for example,  are  being
substituted    for    ceramic    in    certain    computer    and
telecommunications applications because of their lower  cost  and
lighter weight. Coors Ceramics believes that the overall value of
ceramic products will continue to be attractive to customers.

      Product  Development.  New product and process  improvement
efforts  are  continually  undertaken  within  the  manufacturing
operations  including  new or improved materials  and  processes.
For information about the Company's expenditures for research and
development and other information, see "Research and Development"
below.

Packaging Business

     General.  Graphic Packaging develops, manufactures and sells
value-added  paperboard  folding carton  and  flexible  packaging
products.  Value-added packaging has special characteristics such
as  high-impact graphics, resistance to abrasion, and barriers to
moisture,  gas  penetration,  solvent  penetration  and  leakage.
Graphic  Packaging's products are sold to manufacturers that  use
them as primary packaging for end products.

      Graphic  Packaging's folding carton manufacturing business,
which  includes four folding carton facilities, began in 1974  as
part of the vertical integration of ACCo's beer business operated
through  its  subsidiary, Coors Brewing Company (Coors  Brewing).
Of  the  four folding carton operations, two were added in  1996;
one through acquisition (see below) and one through construction.
Sales  of  beer  can wraps, bottle cartons, carriers,  wraps  and
labels  accounted for approximately 31%, 37% and 41%  of  Graphic
Packaging's  total  sales for 1996, 1995 and 1994,  respectively.
Graphic Packaging has six flexible packaging operations: two were
acquired in 1988; the remaining four were acquired in 1994.

      On  March  1,  1996,  Graphic  Packaging  acquired  Gravure
Packaging,   Inc.,   a  leading  manufacturer  of   high-quality,
rotogravure-printed  folding cartons for  the  packaged  consumer
goods industry, including tobacco, quick service restaurant,  and
personal  care product companies.  Gravure Packaging, located  in
Richmond,  Virginia, had fiscal 1996 sales of over  $44  million.
Graphic  Packaging believes that this acquisition rounds out  its
specialty  and  surface printing capabilities, provides  an  east
coast folding carton manufacturing operation and provides greater
customer diversity and higher unit volume.

      Markets  and  Products.   The  product  packaging  industry
consists  of  three market segments: paperboard packaging,  which
includes  corrugated products, folding cartons and  food  service
containers   such  as  disposable  plates  and   cups;   flexible
packaging, such as printed and laminated bags, pouches  and  roll
stock  films  and foils used for lids, overwraps and labels;  and
rigid   packaging,   such   as  cans  and   bottles.    Packaging
manufacturers  generally fall into two groups:   value-added  and
commodity.   The  manufacture of value-added  packaging  requires
numerous  and  complex operations that are not necessary  in  the
production  of commodity packaging.  Graphic Packaging classifies
its  adhesive and in-mold labels as a part of its folding  carton
operations  while roll stock film labels are included  under  the
flexible packaging operations.

      The folding carton industry is a $5 billion annual industry
that has grown at an annualized rate of about 2% per year between
1993  and 1996.  The industry was flat in 1996 compared  to  1995
primarily due to the significant decrease in board prices,  which
is  typically  passed through to customers,  and  the  industry's
continuing efforts to minimize package bulk.  From 1993 to  1996,
the  majority  of  Graphic  Packaging's internal  folding  carton
growth  came from packaging for Coors Brewing, detergent, cereal,
and  premium bar soap markets.  In addition, the 1996 acquisition
of  Gravure  Packaging, with sales primarily to the  tobacco  and
quick service restaurant markets, provided substantial growth  in
1996.   The  concentrated detergent and premium bar soap  markets
are  now  in their mature life cycle which may result in moderate
continued  growth.  However, with the purchase  of  a  new  label
press  in  1996,  Graphic  Packaging has increased  capacity  and
believes   it  has  state  of  the  art  technology  and   unique
capabilities with which to enter and expand its presence  in  the
label market.

      In manufacturing folding cartons, Graphic Packaging uses an
internally  developed,  patented composite packaging  technology,
Composipac[TM] (Composipac), which provides finished products with
high quality graphics that have enhanced abrasion protection  and
moisture,  air  or  other  special barrier  properties.   Graphic
Packaging's  Composipac  technology  is  designed  to  meet   the
continuing specialized needs of its beverage, powdered detergents
and   soap  customers.   Graphic  Packaging  believes  that   the
technology  also  has  applications in other  significant  market
niches.

      The  flexible  packaging industry is a $16  billion  annual
industry which has grown approximately 4% on an annualized  basis
between 1993 and 1996.  The mid-1994 acquisition of four flexible
packaging plants contributed significantly to Graphic Packaging's
flexible  sales increases during this period.  Flexible packaging
offers  advantages over other packaging mediums,  such  as  light
weight, high barrier protection and cost-effectiveness.

      Significant  product lines for flexible  packaging  include
packages  for  pet  foods and personal care  products,  laminated
rollstock  for labels, snack foods and candies and bags  used  to
package  photographic development paper, as  well  as  bags  that
resist penetration of moisture and leakage of contents for use by
manufacturers  of  powdered  herbicides,  fertilizers  and  other
agricultural  chemicals.  These bags require complex  laminations
and   extensive  printing  and  instructional  labeling.    Other
flexible  packaging  products made by Graphic  Packaging  include
gift  wrap paper, coffee bag and beverage laminations and medical
health care packaging.

      Graphic Packaging believes that recently completed  capital
additions and upgrades to printing and bag making equipment  puts
it in a position to increase sales in existing flexible packaging
markets.

      Strategy.   Graphic Packaging's strategy  is  to  establish
market  leadership  in  selected  existing  market  segments   by
increasing  its  customer base and adding significant  new  high-
margin  products.   Graphic Packaging intends  to  emphasize  its
ability   to   provide  innovative  products   with   value-added
characteristics   to   meet  exacting  customer   specifications.
Graphic  Packaging  continues  to focus  on  commercializing  new
products and processes to serve existing and new markets, and  to
pursue niche acquisitions that complement its existing business.

      Graphic Packaging is in the process of developing a  unique
packaging system, known as ComposiGard[TM] (a film-lined carton),
that   management   believes  will  provide  a   cost   effective
alternative with numerous advantages over the conventional  "bag-
in-box"  packaging, such as cracker or cereal  cartons.   Graphic
Packaging   has  completed  a  pilot  line  to  produce   limited
quantities of ComposiGard[TM] and is in the process of discussing
applications   with   potential  customers.   Graphic   Packaging
believes  that  this  product  has  a  strong  market  potential,
primarily  in  the food industry, although orders  from  consumer
products  companies and the subsequent construction  of  a  full-
scale  production line are necessary before its potential can  be
realized.

       Manufacturing  and  Raw  Materials.   Graphic  Packaging's
patented Composipac process involves multiple processing  stages,
including  extruding plastic film, color printing  on  the  film,
laminating the film layer or layers to paperboard and cutting and
gluing the lamination to the final specifications.

      Graphic  Packaging's flexible packaging  division  produces
printed,  laminated  and  coated  bags,  and  pouches;  laminated
materials  in roll stock form; and other products.  Its technical
capability centers around a proprietary line of heat sealed bags,
coating    formulations   and   processes   and   other   package
characteristics, such as reclosure and tamper evident features.

      Graphic Packaging uses a variety of raw materials, such  as
paper,  paperboard, inks, aluminum foil, plastic  films,  plastic
resins,  adhesives and other materials, which are available  from
domestic and foreign suppliers.  Little or no difficulty has been
experienced  in obtaining adequate supplies of raw materials  and
difficulty  is  not  anticipated in the future.   While  multiple
sources  of  these  materials  are available,  Graphic  Packaging
prefers to develop strategic long standing alliances with vendors
in  order  to  provide a guaranteed supply of materials,  satisfy
customer specifications and obtain the best quality, service  and
price.  Business disruptions or financial difficulties of a  sole
source  supplier,  which Graphic Packaging does  not  anticipate,
could  have  an  adverse effect by increasing the cost  of  these
materials  and  causing  delays  in  manufacturing  while   other
suppliers are being qualified.

      Sales  and  Distribution.  Products are sold  primarily  to
consumer  product manufacturers in the United States and  Canada.
Sales  are  made  through  direct sales  employees  working  from
Graphic  Packaging's manufacturing facilities and  sales  offices
around   the   United  States,  and  through  independent   sales
representatives.   Graphic  Packaging's  selling  activities  are
supported by its technical service and research staff.

      Folding  carton sales accounted for approximately 56%,  50%
and  57% of Graphic Packaging's total sales for each of the years
ended  1996,  1995  and 1994, respectively,  with  the  remainder
coming  from flexible packaging sales.  The increase  in  Graphic
Packaging's  1996 folding carton sales is primarily  due  to  the
1996  acquisition of Gravure Packaging, Inc.  Gravure Packaging's
1996  sales  were 23% of Graphic Packaging's total  1996  folding
carton  sales.  Approximately 54%, 73% and 72% of folding  carton
sales were to Coors Brewing for the same periods, with detergent,
soap  and  tobacco  manufacturers and quick  service  restaurants
accounting  for  most of the balance.  Flexible  packaging  sales
during  this  period consisted primarily of personal care,  snack
foods  and  beverage label products and cookie, photographic  and
pet food bags.

      Most  of  Graphic  Packaging's sales are made  under  sales
contracts  at prices that are subject to periodic adjustment  for
raw  material  and other cost increases.  Products  are  made  in
accordance with customer specifications.  Including the effect of
acquisitions,  Graphic Packaging had approximately $57.5  million
in  unshipped backlog orders, as compared to approximately  $53.5
million  as of March 1, 1997 and 1996 respectively.  Of the  1997
backlog,  most is expected to be shipped before the  end  of  the
second  quarter  of 1997.  Backlog numbers and  comparisons  vary
because of a number of factors and are not necessarily indicative
of past or future operating results.

       Competition.   Graphic  Packaging  is  subject  to  strong
competition  in  most markets it serves.  The packaging  industry
continues   to   experience   intense   price   pressures.    The
installation  of  state  of  the art equipment  by  manufacturers
intensifies  this  competitive pricing situation.   A  relatively
small number of large suppliers dominate a significant portion of
the  folding  carton segment of the paperboard packaging  market.
Major  U.S.  competitors  in  the paperboard  packaging  segments
include Jefferson Smurfit Corporation, James River Corporation of
Virginia, Field Container Corporation and Riverwood International
Corporation.   There  are  an increasing  number  of  competitors
offering  packaging with Composipac-like qualities.  The flexible
packaging  market  has  numerous competitors,  varying  in  size.
Graphic  Packaging's flexible competitors include Bemis  Company,
Inc., James River Corporation of Virginia, Union Camp Corporation
and  American  National  Can  Company.   Although  price  is   an
important  factor  in  the  packaging market,  Graphic  Packaging
believes  that  the  quality, range and technical  innovation  of
products  and the timeliness and quality of customer service  are
significant competitive factors.

      Product  Development.   Graphic  Packaging's  research  and
development  staff  work directly with the  sales  and  marketing
staff  in  meeting  with  customers and  pursuing  new  business.
Graphic  Packaging's development efforts include extending  shelf
life  of  evaporative  bar soaps, reducing production  costs  and
enhancing  package appearance through quality printing and  other
graphics.  Potential new product development efforts are expected
to  involve  sift-proof  cartons, linerless  cartons  and  liquid
containment   packages  and  other  packaging  innovations.    In
addition,  Graphic  Packaging  maintains  a  pilot  line  at  its
Boulder,  Colorado folding carton operation and at  its  Malvern,
Pennsylvania flexible packaging operation for product development
and to perform test runs in limited quantities for customers.

Developmental Businesses

      General.   The Company's developmental businesses  and  the
major  part  of  research and development  efforts  are  operated
through   Golden  Technologies.   In  1996,  Golden  Technologies
operated the following businesses either directly or through  one
of  its  subsidiaries:  a solar energy distribution  business;  a
corn-wet  milling business; a real estate partnership; and  other
operations  focused  on the development and commercialization  of
new technologies, primarily biodegradable polymers.  In 1997, the
Company  decided to exit the high-fructose corn syrup portion  of
the   corn-wet  milling  business  and  Golden  Technologies   is
currently in the process of converting the operation to a starch-
only  facility.   Golden Technologies focuses on the  development
and commercialization of new technologies.  Ongoing evaluation of
the  growth  and  profit potential of a project  is  an  inherent
strategy  of Golden Technologies and may result in a decision  to
exit the activity.

      Corn-Wet Milling.  In 1996, Golden Technologies'  corn  wet
milling  plant,  located  in Johnstown,  Colorado,  produced  and
distributed  carbohydrate products, including high-fructose  corn
syrup   and   refined   corn  starch.   The  Johnstown   facility
contributed  approximately 11% of the Company's consolidated  net
sales  for  both  1996  and 1995 and 12% for  1994.   Nearly  all
refined corn starch produced at the Johnstown plant has been sold
to Coors Brewing for use in beer production.

     The corn wet milling industry in the United States is highly
competitive.   The  three  largest  manufacturers   account   for
approximately 67% of the total domestic fructose market, with the
Johnstown  mill  producing  approximately  1%.   Because  of  the
oversupply   present  in  the  corn  fructose   marketplace   and
significant   declines   in  fructose  selling   prices,   Golden
Technologies  decided in February 1997 to exit the  high-fructose
corn  syrup business.  As a result of this decision, the facility
is  in  the process of being converted to a starch-only operation
in  conjunction with Golden Technologies' three year contract  to
provide  starch  to  Coors Brewing.  Under a marketing  agreement
with  Coors Brewing, Golden Technologies will continue to  market
yeast and other brewery by-products produced by Coors Brewing  to
the  livestock  feed  and pet foods industries.   The  major  raw
material  for  the starch operation is corn, which  is  purchased
from various sources.

     For additional information on the decision to exit the high-
fructose  corn  syrup  business, see  the  discussion  under  the
caption "Asset Impairment and Restructuring Charges" in Note 3 of
Notes to Consolidated Financial Statements included in Item 8  of
Part II of this report.

      Solar  Energy:   In  1996, Golden Technologies  acquired  a
majority  interest  in Photocomm, Inc., (Photocomm)  one  of  the
world's  largest integrators and distributors of  solar  electric
power  systems and products.  Photocomm markets complete electric
power   systems  and  system  components.   More  than   60%   of
Photocomm's  net sales are for industrial applications,  targeted
principally   toward   the   growing   wireless   and    cellular
communications markets.  Photocomm's markets are primarily in the
United States but also include international customers.

      Real  Estate Partnership.  In connection with the Company's
spin-off  from  ACCo, a limited partnership  was  formed  between
Coors Brewing, as the limited partner, and a subsidiary of Golden
Technologies,  as  the  general partner.   The  partnership  owns
certain  real estate previously owned directly by ACCo  or  Coors
Brewing.   The  partnership's  purpose  is  to  own,  develop  or
maintain and dispose of the partnership's properties.

     Biodegradable Polymers.  Golden Technologies is developing a
proprietary  technology  for the production  and  application  of
polymers  from renewable resources which are biodegradable.   The
major  goal  of  the  project  is  to  develop  a  cost-effective
manufacturing process that would make biodegradable  materials  a
viable  choice  for  a  wide variety of  uses  such  as  consumer
packaging,   disposable  hygiene  products   and   food   service
packaging.   Golden Technologies began construction  of  a  semi-
works lactide monomer facility in 1996 to evaluate the market and
make a determination on the viability of a large scale commercial
operation.   This  facility  is targeted  to  become  operational
around  the  end  of the first quarter of 1997.  In  addition,  a
polylactide  facility is expected to be completed by  the  second
quarter of 1997.

      In  general,  Golden Technologies' projects are  high  risk
ventures  and  may take years before any potential  is  realized.
The  Company's philosophy is to manage net spending  on  research
projects to between $6 million and $12 million annually.   During
1996, Golden Technologies received approximately $3.4 million  in
funds from federally sponsored best efforts cost sharing programs
related to certain of these research projects.

Discontinued Operations

     In 1996, the Board of Directors adopted a plan to dispose of
the Company's aluminum rigid container sheet business operated by
Golden  Aluminum.  The sale of Golden Aluminum was  completed  on
March  1, 1997 for $70 million, of which $10 million was paid  at
closing  and $60 million is due within two years.  In  accordance
with  the  purchase agreement, the purchaser  has  the  right  to
return Golden Aluminum to the Company at any time during the  two
year  period  rather  than pay the $60 million  obligation.   The
initial  payment of $10 million is non-refundable.   The  working
capital  of  Golden  Aluminum, which was not  part  of  the  sale
agreement, will be liquidated during the first half of  1997  and
is  expected  to produce between $50 million and $55  million  in
cash.   See "Discontinued Aluminum Operations" in Note 2 of Notes
to  Consolidated Financial Statements included in Item 8 of  Part
II of this report.

Dependence on Major Customer

      At  the  time of the spin-off from ACCo, Graphic Packaging,
Golden  Aluminum and Golden Technologies entered into  five  year
supply  agreements with Coors Brewing, and have relied  on  these
agreements  for a significant portion of their revenues.   During
1995,  Golden Aluminum canceled its supply agreement  with  Coors
Brewing  for  1996 and 1997 and entered into one year  agreements
for  each  of  these years.  Sales to Coors Brewing of  packaging
products and refined corn starch accounted for approximately 17%,
19%  and  21% of the Company's consolidated sales for 1996,  1995
and  1994,  respectively; however, future  sales  may  vary  from
historical levels.  In early 1997, Graphic Packaging entered into
a  new  supply  agreement with Coors Brewing to supply  packaging
products  under  a  three year, rolling term contract  commencing
January  1,  1997  that provides stated quantity commitments  and
annual  repricing.   In  addition, the corn  starch  and  brewery
byproducts  agreements  with  Golden Technologies  were  extended
through 1999.

      Of  Graphic Packaging's total sales for 1996, approximately
31%  consisted  of  sales  to  Coors  Brewing.   This  percentage
represented a decrease from approximately 37% and 41% of  Graphic
Packaging's  total  sales in 1994 and 1993, respectively.   Also,
between $12 million and $13 million of the Company's consolidated
sales  for  each of the past three years resulted from  sales  to
Coors  Brewing  of refined corn starch produced at the  Johnstown
corn wet milling plant.  Golden Technologies also has a marketing
arrangement  with  Coors  Brewing under which  it  purchases  and
resells yeast and other brewery by-products.

      In  recent years, Graphic Packaging has sought to  increase
sales  to  unaffiliated customers.  The addition of four flexible
packaging  plants in July 1994 and a folding carton  facility  in
March 1996 reduced the percentage of Graphic Packaging's sales to
Coors  Brewing.  The Company will continue to attempt to increase
its  sales  to  unaffiliated customers in order to  decrease  its
dependence  on  Coors Brewing.  There can be  no  assurance  that
Graphic  Packaging's  or Golden Technologies'  supply  agreements
will be renewed or that the terms of renewal will be favorable to
the  Company.   The loss of Coors Brewing as a customer  for  the
Company's  products could have an adverse affect on the Company's
results of operations.

Research and Development

      The Company's ability to commercialize its technologies and
compete  effectively in its various markets depends significantly
on its continued and timely development of innovative technology,
materials,  products  and  processes  using  advanced  and  cost-
efficient  manufacturing  processes.  See  "Packaging  Business--
Product  Development," "Ceramics Business--Product  Development,"
and "Developmental Businesses--Biodegradable Polymers."  See also
"Patents,  Proprietary Rights and Licenses."  Total research  and
development  expenditures  for the Company  were  $15.3  million,
$16.3  million  and  $14.4  million  for  1996,  1995  and  1994,
respectively.     The   Company's   research   and    development
expenditures  are  not expected to increase  significantly  as  a
percentage of net sales for the foreseeable future.  The  Company
believes such expenditures will be adequate to meet its strategic
objectives.

Patents, Proprietary Rights and Licenses

      Graphic  Packaging, Coors Ceramics and Golden  Technologies
each hold a number of patents and pending patent applications  in
the U.S. and in foreign countries.  Their policy generally is  to
pursue   patent  protection  that  they  consider  necessary   or
advisable   for   the  patentable  inventions  and  technological
improvements  of  their respective businesses.   They  also  rely
significantly on trade secrets, technical expertise and know-how,
continuing  technological innovations and other  means,  such  as
confidentiality   agreements  with  employees,  consultants   and
customers, to protect and enhance their competitive positions  in
their respective markets.

      Coors  Ceramics considers the name "Coors" and the goodwill
associated  with  it to be material to its customer  recognition.
As  part  of  the  spin-off  from ACCo, Coors  Ceramics  received
certain licensing rights to use the Coors name.  In addition, the
patent   protection  of  Composipac  is  significant  to  Graphic
Packaging's operations.

      The Company believes that its subsidiaries own or have  the
right  to  use  the proprietary technology and other intellectual
property  necessary to their operations.  Except as noted  above,
the  Company  does  not  believe that its success  is  materially
dependent on the existence or duration of any individual  patent,
trademark  or license or related group of patents, trademarks  or
licenses.  The developmental businesses also hold several patents
and  patent applications and licenses related to their businesses
and  technology development pursuits, which will be  critical  to
the success of some of the Company's research projects.

Environmental Matters

      The  manufacturing operations of the Company's subsidiaries
are subject to all federal, state and local environmental, health
and  safety laws and regulations and, in a few instances, foreign
laws,  that regulate health and safety matters and the  discharge
of  materials  into air, land and water, and govern the  handling
and disposal of solid and hazardous wastes.  The Company believes
it is in substantial compliance with applicable environmental and
health and safety laws and regulations and does not believe  that
costs  of compliance with these laws and regulations will have  a
material  effect  upon  its  capital  expenditures,  earnings  or
competitive position.

      In  1990,  Coors Ceramics was notified that  the  State  of
California  was  seeking reimbursement for  response  costs  from
various parties relating to the Chatham Brothers Barrel Yard site
under the Comprehensive Environmental Response, Compensation  and
Liability Act of 1980 (CERCLA) and California's analog to CERCLA.
Coors  Ceramics' estimated share has been reduced to 0.7%,  based
on volume and toxicity of its contribution.  The Company believes
the   amount  recorded  is  adequate  to  cover  Coors  Ceramics'
liability related to this site.

     In May 1993, Graphic Packaging and Coors Ceramics reached an
agreement  with the City and County of Denver and Chemical  Waste
Management,  Inc. for the resolution of claims  relating  to  the
Lowry   Landfill  Superfund  Site  in  Denver,  Colorado.    This
settlement  agreement provided for the resolution of  remediation
costs,  if total site remediation costs do not exceed an  assumed
present  value.   The Company does not believe  that  significant
cost overruns in excess of this assumed amount are likely.

      In  conjunction  with  the  acquisition  of  four  flexible
packaging facilities in mid 1994, the former shareholders of  the
acquired company deposited ACX Technologies common stock,  valued
at  $10  million  at  the date of acquisition,  into  escrow  and
severally  agreed  to  indemnify  the  Company  against   certain
liabilities including environmental liabilities through June  30,
2002.  See ITEM 3.  LEGAL PROCEEDINGS.

     Coors Ceramics has received a demand for payment arising out
of   contamination  of  a  semiconductor  manufacturing  facility
formerly   owned  by  a  subsidiary  of  Coors  Ceramics,   Coors
Components, Inc. (CCI).  Colorado State environmental authorities
are  negotiating with the party to whom Coors Ceramics  sold  the
property  (Buyer) to clean up soil and ground water contamination
on  this  parcel  of  property.  In addition,  Buyer  is  seeking
indemnification  for  damages  paid  in  1995  arising   out   of
litigation  by  the  adjacent landowner.   The  contamination  is
believed  to have occurred prior to Coors Ceramics' ownership  of
CCI.   CCI  was  sold to Buyer in November 1987.  Coors  Ceramics
does  not believe it has any responsibility for the contamination
or  the cleanup, and has notified the party from whom it acquired
the  property that Coors Ceramics will seek indemnification under
the terms of its purchase agreement in the event of liability.

The   Company   has  received  requests  from  the  Environmental
Protection  Agency  for  information related  to  other  disposal
sites;  however, the Company believes its potential liability  is
minimal.   Some of the Company's subsidiaries have been  notified
that  they  may be potentially responsible parties  (PRPs)  under
CERCLA  or similar state laws with respect to the remediation  of
certain sites where hazardous substances have been released  into
the environment.  The law governing Superfund sites provides that
PRPs  may be jointly and severally liable for the total costs  of
remediation.  Generally, however, liability is determined through
litigation  and/or settlement among the PRPs based  on  equitable
factors   including  waste  volume  contribution.   The  ultimate
magnitude  of liability for any PRP under CERCLA depends  upon  a
number of factors such as their equitable share of liability, the
selected method of remediation, the timing of work, the number of
financially solvent PRPs ultimately responsible for payment,  the
effect of inflation, the ability to recover costs from former and
current insurance carriers and the development of new remediation
technologies.   The  Company cannot predict  with  certainty  the
total  costs  of remediation, its share of the total  costs,  the
extent  to  which  contribution  will  be  available  from  other
parties,   the   amount  of  time  necessary  to   complete   the
remediation, or the availability of insurance.  However, based on
investigations to date, the Company believes that  any  liability
with  respect  to  these  sites would  not  be  material  to  the
financial  condition and results of operations  of  the  Company,
without consideration of insurance recoveries.  There can  be  no
certainty, however, that the Company will not be named as  a  PRP
at   additional   Superfund  sites  or  be   subject   to   other
environmental matters in the future or that the costs  associated
with those additional sites or matters would not be material.

      The  Clean Air Act Amendments of 1990 (CAAA) establish  new
permitting  requirements.  Regulations promulgated and continuing
to be promulgated under Title V and Title III of the CAAA require
new permits at several of the Company's facilities to be obtained
during  1996  and 1997.  The Company's subsidiaries  continue  to
address  the requirements under these regulations and, until  the
permitting process is complete, the full economic impact of these
regulations cannot be determined.

     Congress and state legislatures have considered and continue
to  consider  various  proposals that, if  passed,  could  impose
significant new requirements on the packaging industry related to
recyclability,  recycled  content or  minimization  of  packaging
products.   Although  Graphic  Packaging  believes  its  products
compare favorably to known competitors' products in these  areas,
these  legislative  requirements,  if  adopted,  could  adversely
affect Graphic Packaging's operations.  The Company is unable  to
predict  whether, or when, such legislative changes, if any,  may
be  made.  Graphic Packaging continually strives to minimize  the
amount  of  material  required  to fabricate  packaging  for  its
customers and to use recycled materials to produce packaging that
can be recycled or safely incinerated.

     Various local, state and federal laws, rules and regulations
relating to the environment, health and safety are applicable  to
the  Company's ongoing operations.  The complexity and number  of
these  regulations continue to proliferate.  The resulting impact
of  these  actions increases the cost structure of the  Company's
subsidiaries and the price of their products.

      The Company seeks to proactively take steps to decrease its
potential  for  environmental  liabilities,  and  has  remediated
potential  sites  and  taken actions  to  avoid  using  hazardous
substances.

Employees

      As  of  March  1,  1997, the Company  had  4,500  full-time
employees.  A total of approximately 400 employees of the Company
are  covered  by  collective bargaining  agreements.   Management
considers its employee relations to be good.


ITEM 2.  PROPERTIES

     The Company believes that its facilities are well maintained
and  suitable  for their respective operations. The  table  below
lists the Company's plants and most other physical properties and
their locations and general character:


Facility            Location                   Character

ACX Technologies:
Co. Headquarters    Golden, Colorado

Coors Ceramics:
Manufacturing       Benton, Arkansas(1)        Structural Ceramics
Manufacturing       Milpitas, California(2)    Structural Ceramics
Manufacturing       Grand Junction,
                      Colorado                 Electronic Ceramics
Manufacturing       Chattanooga, Tennessee     Electronic Ceramic
                                                 Packages
Manufacturing       Hillsboro, Oregon          Structural Ceramics
Manufacturing       Lawrence, Pennsylvania(2)  Structural Ceramics
Manufacturing       Norman, Oklahoma           Structural Ceramics
Manufacturing       Oklahoma City, Oklahoma    Structural Ceramics
Manufacturing       Glenrothes, Scotland       Electronic Ceramics
Manufacturing       Oak Ridge, Tennessee(3)    Structural Ceramics
Manufacturing       Austin, Texas(2)           Structural Ceramics
Manufacturing
 & Company Offices  Golden, Colorado(4)        Structural and
                                                 Electronic Ceramics

Graphic Packaging:
Manufacturing       Boulder, Colorado(2)       Folding Carton/Labels
Manufacturing       Lawrenceburg, Tennessee    Folding Carton
Manufacturing       Richmond, Virginia         Folding Carton
Manufacturing       Golden, Colorado           Labels
Manufacturing       Malvern, Pennsylvania      Flexible Packaging
Manufacturing       Franklin, Ohio             Flexible Packaging
Manufacturing       Richmond, British
                      Columbia(2)              Flexible Packaging
Manufacturing       Winnipeg, Manitoba         Flexible Packaging
Manufacturing       Mississauga, Ontario(2)    Flexible Packaging
Manufacturing       Charlotte, North Carolina  Flexible Packaging
Company Offices     Wayne, Pennsylvania(2)
                    Huntersville, North
                      Carolina(2)

Golden Aluminum(5):
Rolling Mill        Ft. Lupton, Colorado       Aluminum Sheet Stock
Rolling Mill and
  Company Offices   San Antonio, Texas         Aluminum Sheet Stock

Developmental Businesses:
Grain Processing    Johnstown, Colorado        Refined Starch and Fructose
Grain Elevator      Johnstown, Colorado        Corn Handling and Storage
Research Facilities Golden, Colorado           Research and Pilot Operations
Integration and
  Distribution      Scottsdale, Arizona        Solar Panel
                                                 Integration and Distribution
Manufacturing       Safford, Arizona(2)        Solar Panel Distribution
Manufacturing       Houston, Texas(2)          Solar Panel Distribution
Company Offices     Golden, Colorado(2)

(1)    Two facilities.
(2)    Leased facilities.
(3)    Four facilities, two of which are leased.
(4)    Four  facilities, one of which is leased, one is a land lease only.
(5)    Business was disposed of March 1, 1997.

      Graphic Packaging is currently utilizing approximately  85%
of  its  folding  carton manufacturing capacity and  85%  of  its
flexible  packaging manufacturing capacity.  Graphic  Packaging's
management  continually review plans to expand its  manufacturing
capacity via equipment upgrades and plant expansions.  The  other
operating facilities of the Company have excess capacity.


ITEM 3.  LEGAL PROCEEDINGS

       In   the   ordinary  course  of  business,  the  Company's
subsidiaries are subject to various pending claims, lawsuits  and
contingent  liabilities, including claims by  current  or  former
employees  relating to employment or termination.   In  addition,
the  Company  has  brought  a  suit  relating  to  a  fixed-price
construction  contract dispute in which a counterclaim  has  been
filed.   In  each  of  these cases, the Company  is  denying  the
allegations  made against it and is vigorously defending  against
them.   The  Company does not believe that disposition  of  these
matters  will  have a material adverse effect  on  the  Company's
consolidated  financial position or results of  operations.   For
specific  information regarding environmental legal  proceedings,
see "Environmental Matters."

      Coors Ceramics and a beryllium supplier have been named  as
defendants  in  a lawsuit brought by several current  and  former
employees of a defense equipment manufacturer and their  spouses.
Plaintiffs   are   seeking  damages  in   connection   with   the
manufacture, sale and distribution of certain products containing
beryllium  and  allege  that  they contracted  chronic  beryllium
disease  from  products  supplied  by  Coors  Ceramics  and   the
beryllium  supplier.   The  suit  is  in  the  early  stages   of
litigation;  however,  the Company believes  it  has  meritorious
defenses  to the allegations raised and intends to defend  itself
vigorously against these allegations.

      Golden  Technologies  and  several  other  defendants  have
recently  been  sued  by  a candy company claiming  violation  of
federal  and state antitrust laws in sales of high-fructose  corn
syrup and corn syrup from 1988 to 1996.  The Company was only  an
occasional and minor supplier of high-fructose corn syrup to  the
plaintiff  and  Golden Technologies intends to vigorously  defend
itself  against these allegations.  This action is  only  in  the
preliminary stages.

      As  part of the 1994 acquisition of four flexible packaging
facilities,  the  former  shareholders of  the  acquired  company
deposited  ACX Technologies' common stock, valued at $10  million
at  the date of acquisition, into escrow and severally agreed  to
indemnify the Company against certain liabilities including:  (i)
environmental liabilities if the Company makes a successful claim
for  indemnification by June 30, 2002; (ii) tax  liabilities,  if
the  claim  is made within 30 days after expiration of applicable
statutes  of  limitation or appeals; and (iii) other liabilities,
if the claim was made by June 30, 1996.  In March 1995, an action
was brought against the Company in Calgary, Alberta for which the
Company is seeking indemnification under the escrow agreement  in
the  event that the Company suffers a loss.  The action is  being
held in abeyance until the resolution of the underlying tax issue
with  Revenue Canada.  The Company believes that it will  prevail
in the litigation or be indemnified against a loss.


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     No matters were submitted to a vote of security holders
during the fourth quarter ended December 31, 1996.

                                
                             PART II


ITEM  5.   MARKET FOR THE REGISTRANT'S COMMON STOCK  AND  RELATED
           STOCKHOLDER MATTERS

      The  Company's common stock is currently quoted on the  New
York  Stock  Exchange  under the symbol  ACX.   During  1994  and
through November 30, 1995, the Company's common stock was  quoted
on the NASDAQ Stock Market National Market under the symbol ACX.

     The range of the high and low sales price per share for each
quarter of 1996 and 1995, restated for the September 18, 1995
two-for-one stock split, were as follows:

   Market Price        1996                     1995
                  High      Low       High           Low
   First Quarter  $18 1/4   $14 5/8   $20 5/8        $18 7/8
   Second Quarter $22       $17 1/2   $22            $19 1/2
   Third Quarter  $20 1/2   $16 3/8   $30 3/4        $19 1/2
   Fourth Quarter $20       $16 7/8   $20            $13 3/4

     During 1996 and 1995, no dividends were paid by the Company.
At  this  time, the Company anticipates that it will  retain  any
earnings  and  that  the Company will not pay  dividends  to  its
shareholders  in  the  foreseeable future.  Also,  the  Company's
credit facilities require maintenance of certain financial ratios
that may affect its ability to pay dividends.

       On   March   1,  1997,  there  were  approximately   2,850
shareholders of record of the Company's common stock.


ITEM 6.  SELECTED FINANCIAL DATA

                    Financial Highlights - Five Year Overview

(In thousands, except per                                               
 share and ratio data)        1996      1995     1994      1993     1992
Summary of Operations                                               
Net sales                 $712,380  $660,853 $578,705  $513,037 $474,023
                                                                        
Gross profit              $156,525  $152,824 $120,172  $ 98,689 $ 78,768
Marketing, general and                                                  
  administrative            77,947    75,071   67,311    60,886   56,055
Research and development    15,300    16,312   14,410    13,499   17,150
Asset impairment and                                                    
  restructuring charges[a]  34,642     2,735      ---       ---   13,720
Operating income (loss)   $ 28,636  $ 58,706 $ 38,451  $ 24,304 $ (8,157)
Income (loss) from                                                      
  continuing operations   $ 11,409  $ 31,247 $ 19,683  $ 13,014 $ (7,412)
                                                                        
Per share of common stock                                               
from:
Continuing operations[a]  $   0.40  $   1.13 $   0.74  $   0.51 $  (0.29)
Net income (loss)[b]      $  (3.21) $   0.86 $   0.75  $   0.49 $  (1.34)
                                                                    
Financial Position                                                      
Working capital           $154,626  $168,801 $146,678  $ 51,845 $ 21,375
Total assets              $676,692  $785,486 $760,290  $656,217 $631,788
Short-term debt           $    ---  $    --- $  3,600  $ 71,000 $ 73,000
Long-term debt            $100,000  $100,000 $108,295  $    --- $    ---
Shareholders' equity      $397,903  $488,374 $457,454  $418,602 $399,980
                                                                        
Other Information                                                       
Total debt to                                                           
  capitalization              20.1%     17.0%    19.7%     14.5%    15.4%
Net book value per share                                                
  of common stock         $  14.24  $  18.14 $  17.19  $  16.32 $  15.90

[a]   Asset impairment and restructuring charges of $34.6 million,
      $2.7  million and $13.7 million were recorded in 1996,  1995  and
      1992,  resulting in a loss per share impact of $0.80,  $0.06  and
      $0.34, respectively.

[b]   During  1996  the  Company discontinued the  operations  of
      Golden  Aluminum Company.  The income (loss) per share for Golden
      Aluminum was $(3.61), $(0.27), $0.01, $(0.02) and $(0.48) for the
      periods  between  1996  and  1992, respectively.   In  1992,  the
      Company    adopted   the   accounting   standards   related    to
      postretirement benefits and income taxes which increased the 1992
      loss per share by $0.57.


ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
        CONDITION AND RESULTS OF OPERATIONS

General Overview

      ACX  Technologies, Inc. (the Company),  together  with  its
subsidiaries,   is   a  diversified,  value-added   manufacturing
organization   focused  on  pioneering  differentiated   customer
solutions.   Two business segments comprise the majority  of  the
Company's  results  from  operations:   the  packaging  business,
operated   through   Graphic   Packaging   Corporation   (Graphic
Packaging)  and  the  ceramics business, operated  through  Coors
Ceramics    Company   (Coors   Ceramics).    Graphic    Packaging
manufactures  both  folding  carton  and  flexible  packages  and
participates  in  the beverage, detergent, cereal,  tobacco,  pet
food,  confection  and  personal care  markets.   Coors  Ceramics
manufactures  structural ceramics, electronic ceramic  components
and    advanced    electronic   ceramic    packages    for    the
telecommunications,     semiconductor,     power      generation,
petrochemical,  automotive and pulp and paper  industries,  along
with numerous others.

     In addition to the primary operating businesses, the Company
owns  technology-based developmental businesses operated  through
Golden  Technologies Company, Inc. (Golden Technologies).  Golden
Technologies'  focus  is  on assembling  and  distributing  solar
electric systems, developing biodegradable plastics and marketing
a  health  food ingredient.  The solar electric systems  business
was enhanced by Golden Technologies' November 1996 acquisition of
a controlling interest in Photocomm, Inc. (Photocomm), a publicly
traded  company  (NASDAQ:  PCOM).  Additionally,  the  historical
results for the developmental businesses include its interest  as
the  general partner of a real estate development partnership and
the operations of a corn-wet milling facility that produced high-
fructose  corn  syrup and refined corn starch.  The  Company  has
recently  decided to exit the high-fructose corn  syrup  business
amid  rising  corn  costs  and excess  high-fructose  corn  syrup
supply.

      This  financial  review  presents the  Company's  operating
results  for each of the three years in the period ended December
31,  1996, and its financial condition at December 31,  1996  and
1995.   This  review  should  be  read  in  connection  with  the
information  presented in the Consolidated  Financial  Statements
and the related notes thereto.

Discontinued Operations

     In 1996, the Board of Directors adopted a plan to dispose of
the Company's aluminum rigid container sheet business operated by
Golden  Aluminum Company (Golden Aluminum).  In conjunction  with
this  decision,  the  Company recorded  pretax  charges  of  $155
million  for  anticipated  losses  for  the  sale  and  estimated
operating  losses  of the business through the disposition  date.
On  March 1, 1997, the sale of Golden Aluminum was completed  for
$70 million, $10 million of which was received at closing and $60
million is due within two years.  In accordance with the purchase
agreement, the purchaser has the right to return Golden  Aluminum
to the Company during the two year period rather than pay the $60
million  obligation.  The initial payment of $10 million is  non-
refundable.

      The historical operating results and the estimated loss  on
the  sale  of  this business have been segregated as discontinued
operations on the accompanying Consolidated Statement  of  Income
for  all periods presented.  The assets and liabilities of Golden
Aluminum which were held for sale at December 31, 1996 have  been
separately  identified  on  the December  31,  1996  Consolidated
Balance Sheet as net current or noncurrent assets of discontinued
operations.   The Consolidated Balance Sheet as of  December  31,
1995  has  not been restated.  Discontinued operations  have  not
been  segregated on the Consolidated Statement of Cash Flows  and
therefore, includes sources and uses of cash for Golden Aluminum.


Results from Continuing Operations

     Consolidated

     Net sales for 1996 were $712.4 million, an increase of $51.5
million  or 7.8% over 1995.  Net sales for 1995 of $660.9 million
increased  14.2%  over  1994 net sales of  $578.7  million.   The
Company's  sales  growth benefited from acquisitions  by  Graphic
Packaging  in  mid-1994  and in March of 1996.   Coors  Ceramics'
sales  also  grew,  primarily due to internally  generated  sales
opportunities.   Net  sales  to  Coors  Brewing  Company   (Coors
Brewing) consisted of packaging products and refined corn  starch
and  comprised  16.7%, 19.0% and 20.6%, of 1996,  1995  and  1994
total  revenues, respectively.  The Company continues  to  pursue
new  markets and customers in an effort to be less dependent upon
Coors  Brewing.   International sales  to  Western  European  and
Canadian  markets in 1996 and 1995 were 18.9% and  20.3%  of  net
sales, respectively.  In 1994, these sales accounted for 15.4% of
consolidated  net sales and were principally to Western  European
markets.

      Future years' sales growth is expected to be solid in  both
the packaging and ceramics businesses, fostered by the pursuit of
niche  acquisitions,  additional base business  revenues  and  by
building  strong relationships with existing customers for  their
future  needs.   The  developmental businesses  are  expected  to
experience a significant decline in sales due to the decision  to
exit the high-fructose corn syrup business, although this decline
will be offset in part by the fourth quarter 1996 acquisition  of
a controlling interest in Photocomm.

      Operating Income From Continuing Operations By Segment

(In millions)                              1996    1995    1994
Coors Ceramics                            $44.2   $47.4   $33.1
Graphic Packaging                          41.0    34.5    27.9
Golden Technologies Before                                     
  Asset Impairment and                            
  Restructuring Charges                   (13.8)  (11.4)  (13.2)
Corporate                                  (8.2)   (9.5)   (9.3)
Operating Income Before Golden                                 
  Technologies' Charges                    63.2    61.0    38.5
                                                               
Golden Technologies' Asset Impairment                          
  and Restructuring Charges               (34.6)   (2.3)    ---
                                                               
Operating Income After Charges            $28.6   $58.7   $38.5


      Consolidated  operating  income  for  1996  included  $34.6
million in asset impairment and restructuring charges related  to
the   elimination   of   non-strategic   operations   at   Golden
Technologies   versus  $2.3  million  in  restructuring   charges
reported  in  1995.  The 1996 asset impairment charges  of  $32.2
million were taken primarily to reflect the impact of unfavorable
market  conditions for high-fructose corn syrup and the Company's
inability at this time to demonstrate the commercial viability of
its  cadmium telluride solar panel production process.  The  1996
restructuring  charges  of  $2.4  million  consist  primarily  of
severance   charges   and   pertain  to   a   reorganization   of
administrative  functions at Golden Technologies  and  management
realignments   in   the   solar  energy  distribution   business.
Excluding  these charges, operating income grew $2.2  million  in
1996   to   $63.2  million,  primarily  attributable  to  Graphic
Packaging's  1996  folding  carton  facility  acquisition.    The
comparable  increase in operating income in 1995  over  1994  was
$22.5 million or 58.4% to $61.0 million.  Coors Ceramics led this
increase  through additional sales with relatively few additional
fixed  costs.   Graphic  Packaging's  contribution  to  the  1995
increase  was  primarily  attributable  to  the  1995  full  year
inclusion of the flexible packaging acquisition that occurred  in
mid-1994.

      Consolidated gross margin (gross profit as a percentage  of
net  sales) was 22.0%, 23.1% and 20.8% for 1996, 1995  and  1994,
respectively.  Gross margin improved at Graphic Packaging  during
both  1996  and 1995 due to increased sales volumes, productivity
gains,  shop  floor  improvements and  the  acquisitions.   Coors
Ceramics'    telecommunication   and    semiconductor    business
contributed to the 1995 gross margin improvement  while downturns
in  these  same businesses in the following year reduced  overall
margins for 1996.  Marketing, general and administrative expenses
for  1996,  1995 and 1994 were $77.9 million, $75.1  million  and
$67.3  million, which represented 10.9%, 11.4% and 11.6%  of  net
sales,  respectively.  Research and development  costs  decreased
$1.0 million to $15.3 million in 1996 after having increased $1.9
million   between  1994  and  1995.  Changes  in   research   and
development  expenses are attributable primarily  to  changes  in
activity  levels at Golden Technologies.  During 1995, additional
expenses  were  incurred  in developing photovoltaic  panels  and
biodegradable  polymer technologies while the 1996  decrease  was
related  to  the  1995  decision to  exit  certain  non-strategic
ceramic  research  projects.  Ongoing  research  and  development
efforts at Golden Technologies will be directed primarily  toward
the biodegradable polymer technologies.

      Interest expense for 1996, 1995 and 1994 was $8.2  million,
$9.3  million  and $6.4 million, respectively.  The $1.1  million
decrease  in 1996 pertains to  reduced borrowing costs associated
with  the committed bank facility and fewer short-term borrowings
during  the  year.  The 1995 increase was due to higher  interest
rates  associated with the transition from short-term  borrowings
to long-term debt.

      The consolidated effective tax rate for the Company in 1996
was 49% compared to 39% in 1995 and 40% in 1994.  Contributing to
the higher tax rate for 1996 was a lower 1996 earnings base which
increased  the impact of the Company's non-deductible items.   In
addition,  no  tax  benefit was taken for built-in-losses  on  an
entity  experiencing tax losses and for capital losses  that  may
not be deductible due to a lack of offsetting capital gains.  The
Company anticipates that non-deductible goodwill associated  with
acquisitions  will  produce  an ongoing  effective  tax  rate  of
approximately 42%.

      As  a  result  of  the asset impairment  and  restructuring
charges  discussed  above, consolidated  income  from  continuing
operations  declined  $19.8 million to  $11.4  million  in  1996.
Excluding  these  charges  for  both  years,  1996  income   from
continuing operations was $34.2 million or $1.20 per share  while
1995 income from continuing operations was $32.9 million or $1.19
per share.

     Coors Ceramics

     Coors Ceramics' net sales for 1996 increased $5.5 million to
$276.4 million over 1995 net sales of $270.9 million.  This  2.0%
increase  was achieved despite the loss of more than $15  million
in  revenues in the telecommunications industry and the  loss  of
over  $8  million  in  revenues from the semiconductor  and  data
processing  industries.   Increases in these  industries  between
1994  and 1995 helped drive Coors Ceramics' 1995 sales growth  of
17.1%.   Offsetting the 1996 declines in semiconductor processing
and  telecommunications sales were increased  volumes  for  power
tubes, beverage valves, precipitators and pulp and paper industry
products.   Although customers continue to seek price reductions,
Coors Ceramics competes primarily on quality and thus volume, not
price, has been the primary catalyst behind the changes in  sales
dollars.   International sales continued to prosper and comprised
30.5%  of  total sales in 1996, 28.1% in 1995 and 26.7% in  1994.
During  1996,  structural  products  contributed  71%  of   Coors
Ceramics' sales, up from 64% in 1995 and 60% in 1994.  Electronic
products and advanced ceramic electronic packages, which comprise
the  remainder of sales, declined as a percentage of total sales,
primarily  due  to the severe decline in the volume  of  advanced
ceramic   electronic  packages  sold  to  the  telecommunications
industry.

      Coors  Ceramics'  operating income for 1996  declined  $3.2
million,  or 6.7%, when compared to the record-setting  operating
income  of  $47.4  million reported in 1995.   The  1995  results
improved  $14.3 million or 43.2% over the $33.1 million  recorded
in  1994.  Operating margins were 16.0% in 1996, down from  17.5%
in  1995,  which  were  improved over 1994 operating  margins  of
14.3%.  Operating results for 1996 turned downward in correlation
with   the   telecommunications  and   semiconductor   processing
industries.   The 1996 declines were offset in part  by  stronger
margins in the petrochemical and pulp and paper industry.

      As applications for ceramic materials continue to increase,
Coors  Ceramics believes its commitment to uncompromising quality
and   its   focus  on  new  ceramic  materials  and   synergistic
acquisitions will propel it squarely into the next century.   The
1997  outlook  for Coors Ceramics is in part dependent  upon  the
turnaround expected in mid to late 1997 in the telecommunications
and semiconductor processing industries.

     Graphic Packaging

      Graphic Packaging's net sales for 1996 were $346.5 million,
an  increase of $38.4 million, or 12.5%, over 1995 net  sales  of
$308.1 million.  Net sales for 1995 increased 19.0% over 1994 net
sales  of  $258.8 million.  Acquisitions in mid-1994 and  at  the
beginning  of  1996 accounted for a significant  portion  of  the
increases   reported  in  both  periods.   The  1996  acquisition
contributed  $44.4  million in 1996 revenues while  the  mid-1994
acquisition  provided  approximately $44 million  in  incremental
1995  revenues  because  of  the  full  year  inclusion  of  this
acquisition   in   operations  for  1995.   The  remaining   1995
improvement related to higher sales prices in the folding  carton
division  primarily due to higher raw materials prices which  are
generally passed along to customers.  Sales to Coors Brewing were
approximately 31%, 37% and 41% of Graphic Packaging's  net  sales
for  1996,  1995  and 1994, respectively.  The acquisitions  have
enhanced  Graphic Packaging's customer base thereby reducing  its
dependence  upon  Coors Brewing.  In addition,  the  acquisitions
have  expanded  Graphic Packaging's geographic reach,  especially
into  Canadian markets, which were approximately 14% of 1996  net
sales.

      In  1996, 1995 and 1994, folding carton sales accounted for
56%,  50%  and 57%, respectively, with flexible sales  accounting
for  the balance of the business.  Net folding carton sales  were
$194.3  million  in 1996, an increase of $39.7 million  over  net
sales  of  $154.6 million in 1995.  Excluding the effect  of  the
1996 acquisition, folding carton net sales were down $4.7 million
related  primarily to volume declines in folding carton sales  to
the  beverage industry, offset in part by increased  volumes  for
specialty  packaging to the cereal markets and the  fast  service
restaurant  industry  and added sales of  ComposiCups.   Flexible
packaging sales for 1996 declined $2.2 million to $152.2  million
due  to  a  combination of:  (i) lower volumes in the snack  food
business;  (ii) the elimination of less profitable extruded  film
business  in 1996; (iii) lower raw material costs passed  through
to  customers  in  the form of lower prices; and  (iv)  customer-
initiated  packaging  specification  changes  that  reduce  total
package cost.

      Graphic  Packaging posted superior growth in 1996 operating
income,  which rose $6.5 million or 18.8% to $41.0  million  over
1995  when  operating  income was $34.5  million.   1995  results
reflected  an  increase  of $6.6 million when  compared  to  1994
operating  income of $27.9 million.  Improvements  in  1996  were
generated  by a combination of increased shop floor efficiencies,
the  1996 acquisition which contributed $3.8 million in operating
income  and  a  favorable product mix with  higher  margins.   In
addition,  the  elimination  of certain  extruded  film  business
contributed  to  a  more favorable product mix  in  the  flexible
packaging division and improved 1996 operating margins  for  this
division  when compared to 1995.  The 1995 improvement over  1994
related principally to the mid-1994 acquisition and the resultant
synergies  realized from that acquisition.  The 1994  acquisition
contributed  $6.6 million of operating income in 1995  while  the
1994  six-month contribution was $2.3 million.  Operating margins
were   11.8%,   11.2%  and  10.8%  in  1996,  1995   and    1994,
respectively.  This trend reflects Graphic Packaging's  focus  on
high-margin, value-added products, improved performances  at  the
acquired  facilities,  and  the  benefit  of  synergies  realized
subsequent to the acquisitions.

      Graphic Packaging continues to focus on commercializing new
products and processes to serve existing and new markets, and  to
pursue  niche acquisitions that complement its existing business.
Graphic  Packaging  believes  its  strategy  of  being  a   niche
packaging  provider for higher margin markets  will  continue  to
sustain  its  profitable growth into the future.  The combination
of  innovative  products, new state of  the  art  facilities  and
focused   acquisitions  will  continue  to  support  its   growth
objectives in a highly competitive, consolidating industry.

     Golden Technologies

      Golden Technologies' 1996 net sales were $89.5 million,  an
increase  of $7.6 million or 9.3% compared to 1995 net  sales  of
$81.9  million.  Net sales in 1995 declined $6.7 million compared
to  1994  net sales of $88.6 million.  Almost $3 million  of  the
1996 increase was the impact of the November, 1996 acquisition of
a  majority  interest in Photocomm, a solar electric distributor.
The remaining increase was the result of increased selling prices
for  commodities  that are byproducts of the  high-fructose  corn
syrup  operation,  offset  in part by lower  selling  prices  for
fructose.   The  1995  decrease  in  sales  was  the  result   of
businesses that were disposed of in 1994.

      Golden  Technologies reported an operating  loss  of  $48.4
million   in   1996,   which  included   asset   impairment   and
restructuring  charges of $34.6 million.   Operating  losses  for
1995  were $13.7 million, including $2.3 million in restructuring
costs.  The 1996 asset impairment charges were taken primarily to
reflect  the  impact of unfavorable market conditions  for  high-
fructose corn syrup and the Company's inability at this  time  to
demonstrate  the  commercial viability of its  cadmium  telluride
solar  panel production process.  The 1996 restructuring  charges
pertain to a reorganization of administrative functions at Golden
Technologies  and  management realignments in  the  solar  energy
distribution business.  The 1995 restructuring charge related  to
the exit of certain non-strategic ceramic research projects.

       Excluding   the   impact  of  the  asset  impairment   and
restructuring   charges,  Golden  Technologies'  operating   loss
increased  from $11.4 million in 1995 to $13.8 million  in  1996.
The 1995 results included approximately $5.0 million of operating
income  from  the corn-wet milling business while 1996  operating
results of this business were approximately break-even.

      Because  of  the  oversupply present in the  corn  fructose
marketplace and significant declines in fructose selling  prices,
a  decision  was  reached in February of 1997 to exit  the  high-
fructose corn syrup business.  Golden Technologies' net sales for
1997  will  decline significantly as an outcome of this decision,
although 1997 net sales will reflect an entire year of sales from
the November acquisition of Photocomm.  An  additional charge  of
approximately $2 million to $3 million is expected to be recorded
in  the  first quarter related to the 1997 decision to  exit  the
high-fructose corn syrup business.

      Future  activity  at Golden Technologies will  be  directed
primarily toward the solar electric distribution business and the
development of biodegradable polymers.  Start-up of a  2  million
pound  per year semi-works lactide monomer facility in Johnstown,
Colorado, is targeted to begin near the end of the first  quarter
of  1997.   This  facility, combined with a polylactide  facility
currently  under  construction,  is  intended  to  enable  Golden
Technologies  to  put  biodegradable polymers  in  the  hands  of
customers for qualification tests in mid to late 1997.

Financial Resources and Liquidity

      ACX Technologies' liquidity is generated from both internal
and  external  sources  and is used to  fund  short-term  working
capital needs, capital expenditures and acquisitions.  Internally
generated  liquidity is measured by net cash from  operations  as
discussed  below and working capital.  At December 31, 1996,  the
Company's  working capital (excluding the net current  assets  of
the  discontinued operation) was $101.6 million  with  a  current
ratio  of  1.9  to 1.  The Company considers its working  capital
sufficient  to meet its anticipated short-term requirements.   In
addition,  in March of 1997, the Company completed  the  sale  of
Golden  Aluminum.   This sale generated $10 million  in  cash  at
closing and is expected to generate an additional $60 million  in
cash  within  two  years  if the buyer  does  not  return  Golden
Aluminum  to the Company as permitted by the purchase  agreement.
The working capital of Golden Aluminum, which was not part of the
sale  agreement, will be liquidated during the first half of 1997
and is expected to produce between $50 million and $55 million in
cash.

      For  long-term requirements, the Company has  a  multi-year
unsecured  revolving credit facility with a total  commitment  of
$125.0  million,  under which no borrowings were  outstanding  at
December 31, 1996 and 1995.  The Company also has a Canadian bank
credit facility with a total commitment of C$7.5 million.   Under
this  facility,  no borrowings were outstanding at  December  31,
1996  and  1995.  In addition, the Company has in place  a  shelf
registration  statement, which allows the Company  to  borrow  or
sell  up  to  $100 million in securities.  The Company  currently
expects  that cash flows from operations and the sale  of  Golden
Aluminum  and  borrowings under its revolving  credit  facilities
will be adequate to meet the Company's needs for working capital,
temporary financing for capital expenditures and acquisitions.

     As shown in the Consolidated Statement of Cash Flows, net
cash provided by operations was $46.2 million, $97.2 million and
$45.2 million for the years 1996, 1995 and 1994, respectively.
The decrease from 1995 to 1996 was primarily attributable to
increased losses experienced in discontinued operations as well
as declines in accounts payable and the reduction in deferred
revenue associated with aluminum and corn commodities hedging
programs.

      During  1996,  1995 and 1994, net cash from operations  was
used  to  fund capital requirements and acquisitions.  Over  this
three  year  period, total capital expenditures for the  Company,
excluding corporate, were $160.0 million, as follows:

(In millions)                    1996      1995      1994
Coors Ceramics                  $30.3     $25.1     $18.9
Graphic Packaging                13.3      20.1       8.4
Golden Technologies              12.6       7.4       5.9
Golden Aluminum -                                        
 Discontinued in 1996             1.0       7.2       9.8
                                $57.2     $59.8     $43.0

     Consolidated capital spending during 1996 has been primarily
for technological upgrades to machinery and equipment and related
computer  systems  as  well  as costs  associated  with  facility
expansions and reconfigurations.  The Company expects its capital
expenditures  for 1997 to be more than $60 million, primarily  at
Coors Ceramics and Graphic Packaging.  Coors Ceramics has planned
facility  and  material  preparation  expansions  while   Graphic
Packaging's   1997   capital  will  be   used   for   performance
improvements  to existing equipment and to increase capacity  for
growing markets.  Golden Technologies' 1997 plans are to complete
the   semi-works   facilities  for  its   biodegradable   polymer
technology.

      Acquisitions during 1996 consumed over $30 million in cash,
primarily  for  the  fourth  quarter acquisition  of  a  majority
interest  in a solar energy distribution company.  Cash was  also
used to fund part of Graphic Packaging's acquisition of a folding
carton  facility in Virginia and Coors Ceramics'  acquisition  of
assets  of  an  Oklahoma-based  manufacturer  that  services  the
oilfield industry.  Although a future strategy of the Company  is
to  pursue  niche acquisitions that provide growth and  synergies
with   the  base  businesses,  there  are  currently  no  planned
acquisitions  that would put a constraint on the  Company's  cash
position.

      The impact of inflation on the Company's financial position
and results of operations has been minimal and is not expected to
adversely affect future results.

Environmental

      Coors Ceramics has received a demand for payment arising out
of contamination of a semiconductor manufacturing facility formerly
owned  by  a  subsidiary  of  Coors  Ceramics,   Coors Components,
Inc. (CCI).  Colorado State environmental authorities are negotiat-
ing with the party to whom Coors Ceramics sold the property (Buyer)
to clean up soil and ground water contamination on this parcel  of
property.   In  addition,  Buyer is seeking  indemnification  for
damages  paid  in 1995 arising out of litigation by the  adjacent
landowner.  The contamination is believed to have occurred  prior
to  Coors  Ceramics' ownership of CCI.  CCI was sold to Buyer  in
November  1987.   Coors  Ceramics does not  believe  it  has  any
responsibility  for  the contamination or the  cleanup,  and  has
notified the party from whom it acquired the property that  Coors
Ceramics  will  seek  indemnification  under  the  terms  of  its
purchase agreement in the event of liability.

      In  1990,  Coors Ceramics was notified that  the  State  of
California  was  seeking reimbursement for  response  costs  from
various parties relating to the Chatham Brothers Barrel Yard site
under the Comprehensive Environmental Response, Compensation  and
Liability Act of 1980 (CERCLA) and California's analog to CERCLA.
Coors  Ceramics' estimated share has been reduced to 0.7%,  based
on volume and toxicity of its contribution.  The Company believes
the   amount  recorded  is  adequate  to  cover  Coors  Ceramics'
liability related to this site.

      The  Company  has received requests from the  Environmental
Protection  Agency  for  information related  to  other  disposal
sites;  however, the Company believes its potential liability  is
minimal.

Factors That May Affect Future Results

      Certain  statements  in this document constitute  "forward-
looking  statements" within the meaning of the Private Securities
Litigation  Reform Act of 1995.  Such forward-looking  statements
involve  known and unknown risks, uncertainties and other factors
that may cause the actual results, performance or achievements of
ACX  Technologies  to  be materially different  from  any  future
results, performance or achievements expressed or implied by  the
forward-looking  statements.  Such factors include,  among  other
things:   (i)  general  economic and  business  conditions;  (ii)
changes  in  industries in which ACX Technologies does  business,
such   as   beverage,   telecommunications,   semiconductor   and
automotive; (iii) the loss of major customers; (iv) the  loss  of
market  share  and increased competition in certain markets;  (v)
industry shifts to alternative materials, such as replacement  of
ceramics  by  plastics  and competitors  offering  products  with
characteristics similar to ACX Technologies' products,  including
packaging;   (vi)  changes  in  consumer  buying  habits;   (vii)
governmental regulation including environmental laws; and  (viii)
other  factors  over  which ACX Technologies  has  little  or  no
control.


ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Index to Financial Statements

                                                     Page(s)
Consolidated Financial Statements:

     Report of Independent Accountants                27

     Consolidated Statement of Income
          for the years ended
          December 31, 1996, 1995 and 1994            28

     Consolidated Balance Sheet at
          December 31, 1996 and
          December 31, 1995                        29-30

     Consolidated Statement of Cash Flows
          for the years ended
          December 31 1996, 1995 and 1994             31

     Consolidated Statement of Shareholders'
          Equity for the years ended
          December 31, 1996, 1995 and 1994            32
     
     Notes to Consolidated Financial Statements    33-45

     Schedule II - Valuation and Qualifying
          Accounts for the years ended
          December 31, 1996, 1995 and 1994            46



REPORT OF INDEPENDENT ACCOUNTANTS
                                
To the Board of Directors and Shareholders of ACX Technologies, Inc.

     In our opinion, the consolidated financial statements listed
in  the  accompanying  index  present  fairly,  in  all  material
respects,  the financial position of ACX Technologies,  Inc.  and
its  subsidiaries at December 31, 1996 and 1995, and the  results
of  their  operations and their cash flows for each of the  three
years  in the period ended December 31, 1996, in conformity  with
generally   accepted  accounting  principles.   These   financial
statements  are  the responsibility of the Company's  management;
our  responsibility is to express an opinion on  these  financial
statements based on our audits.  We conducted our audits of these
statements   in  accordance  with  generally  accepted   auditing
standards  which require that we plan and perform  the  audit  to
obtain   reasonable   assurance  about  whether   the   financial
statements are free of material misstatement.  An audit  includes
examining,  on a test basis, evidence supporting the amounts  and
disclosures in the financial statements, assessing the accounting
principles used and significant estimates made by management, and
evaluating  the  overall  financial statement  presentation.   We
believe  that  our  audits  provide a reasonable  basis  for  the
opinion expressed above.


PRICE WATERHOUSE LLP
Denver, Colorado
February 18, 1997



MANAGEMENT'S REPORT TO SHAREHOLDERS

     Management is responsible for the preparation, integrity and
objectivity  of the financial statements and all other  financial
information  included  in  this  annual  report.   The  financial
statements,   which  include  amounts  using  management's   best
judgments  and  estimates, have been prepared in accordance  with
generally  accepted  accounting principles.  Management  believes
that  all  material uncertainties have been either  appropriately
accounted   for   or  disclosed.   Other  financial   information
appearing  in this annual report is consistent with that  in  the
financial statements.

      Management  has  established and maintains  accounting  and
reporting  systems  supported by an internal  accounting  control
system,   which  management  believes  are  adequate  to  provide
reasonable  assurance  that assets are safeguarded  against  loss
from  unauthorized use or disposition and financial  records  are
reliable for the preparation of financial statements.

      On  the recommendation of management, Price Waterhouse  LLP
was  selected  by the Board of Directors to render a professional
opinion on the consolidated financial statements.  The opinion of
the  independent  accountants, based on their  audits,  is  shown
above.

      The  Board  of  Directors, through its Audit  Committee  of
directors  who are not officers or employees of the  Company,  is
responsible for reviewing and monitoring the Company's  financial
and  accounting practices.  The Audit Committee meets  regularly,
either separately or jointly, with representatives of management,
Price  Waterhouse  LLP  and the Company's  internal  auditors  to
discuss  auditing, accounting and financial matters.   To  ensure
complete  independence, Price Waterhouse LLP  and  the  Company's
internal auditors have unrestricted access to the Audit Committee
and may meet with or without the presence of management.


JED J. BURNHAM                     GAIL A. CONSTANCIO
Chief Financial Officer            Controller and Principal
 and Treasurer                      Accounting Officer


             ACX TECHNOLOGIES, INC. AND SUBSIDIARIES
                 CONSOLIDATED STATEMENT OF INCOME
              (In thousands, except per share data)
                                                            
                                     Years Ended December 31,
                                   1996        1995       1994
                                                            
Sales                              $593,493   $535,419    $459,688
Sales to Coors Brewing              118,887    125,434     119,017
Total sales                         712,380    660,853     578,705
                                                                  
Costs and expenses:                                               
Cost of goods sold                  555,855    508,029     458,533
Marketing, general and                                            
  administrative                     77,947     75,071      67,311
Research and development             15,300     16,312      14,410
Asset impairment and                                              
  restructuring charges              34,642      2,735         ---
    Total operating expenses        683,744    602,147     540,254
Operating income                     28,636     58,706      38,451
                                                                  
Other income (expense):                                           
Interest expense                     (8,177)    (9,306)     (6,370)
Interest income                       1,254      1,395         603
Miscellaneous--net                      696        452          99
    Total other expense              (6,227)    (7,459)     (5,668)
Income from continuing                                            
  operations before income taxes     22,409     51,247      32,783
                                                                  
Income tax expense                   11,000     20,000      13,100
                                                                  
Income from continuing                                            
  operations                         11,409     31,247      19,683
                                                                  
Discontinued operations:                                          
Income (loss) from discontinued                                   
  operations of Golden Aluminum      (5,033)    (7,376)        142
Loss on disposal of Golden                                        
  Aluminum                          (98,400)       ---         ---
                                                                  
Net income (loss)                  $(92,024)   $23,871     $19,825
                                                                  
Net income (loss) per share of                                    
common stock:
   Continuing operations            $  0.40     $ 1.13       $0.74
   Discontinued operations            (3.61)     (0.27)       0.01
                                                                  
Net income (loss) per share          $(3.21)    $ 0.86       $0.75
                                                                  
Weighted average shares                                           
  outstanding                        28,651     27,655      26,587
                                                                  
See Notes to Consolidated Financial Statements



              ACX TECHNOLOGIES, INC. AND SUBSIDIARIES
                    CONSOLIDATED BALANCE SHEET
                 (In thousands, except share data)
                               
                                    December 31,     December 31,
                                        1996             1995
ASSETS                                             
                                                               
Current assets                                                 
  Cash and cash equivalents            $15,671          $52,686
  Accounts receivable, less                                    
    allowance for doubtful
    accounts of $2,085 in 1996 and                                 
    $2,724 in 1995                      68,840           88,913
  Accounts receivable from Coors                               
    Brewing                              3,046            9,148
  Inventories                          101,520          117,500
  Deferred income taxes                 18,218            7,275
  Other assets                          11,571           16,986
  Net current assets of                                        
    discontinued operations             53,052              ---
    Total current assets               271,918          292,508
                                                               
Properties, net                        244,615          426,832
Goodwill, net                           46,799           34,828
Other assets                            49,860           31,318
Noncurrent assets of discontinued                              
  operations                            63,500              ---
                                                               
Total assets                          $676,692         $785,486


LIABILITIES AND SHAREHOLDERS' EQUITY
                                                               
Current liabilities                                            
  Accounts payable                     $33,021          $51,029
  Accounts payable to Coors                                    
    Brewing                                753            2,237
  Accrued salaries and vacation         20,175           21,070
  Taxes other than income                7,598            6,349
  Accrued expenses and other                                   
    liabilities                         55,745           43,022
Total current liabilities              117,292          123,707
                                                               
Long-term debt                         100,000          100,000
Accrued postretirement benefits         27,890           27,008
Deferred income taxes                      ---           22,970
Other long-term liabilities             19,002           15,861
Total liabilities                      264,184          289,546
Minority interest                       14,605            7,566
                                                               
Shareholders' equity                                           
Preferred stock, non-voting,                                   
  $0.01 par value, 20,000,000                                  
  shares authorized and no shares                              
  issued or outstanding                    ---              ---
Common stock, $0.01 par value,                                 
  100,000,000 shares authorized                                
  and 27,934,000 and 26,917,000                                
  issued and outstanding at                                    
  December 31, 1996 and 1995,                                  
  respectively                             279              269
Paid-in capital                        443,302          441,220
Retained earnings (deficit)            (47,271)          45,587
Cumulative translation adjustment                              
  and other                              1,593            1,298
    Total shareholders' equity         397,903          488,374
Total liabilities and                                          
  shareholders' equity                $676,692         $785,486
                                                               
See Notes to Consolidated Financial Statements



            ACX TECHNOLOGIES, INC. AND SUBSIDIARIES
              CONSOLIDATED STATEMENT OF CASH FLOWS
                          (In thousands)
                                                                   
                                         Years Ended December 31,
                                         1996      1995     1994
Cash flows from operating activities:                              
  Net income (loss)                    $(92,024)  $23,871   $19,825
  Adjustments to reconcile net income                              
    (loss) to net cash provided by
    operating activities:
      Loss on disposal of discontinued                             
        operations, net of tax            98,400      ---       ---
      Asset impairment and                                         
        restructuring charges             34,642    2,735       ---
      Depreciation and amortization       49,523   49,857    46,100
      Change in deferred income taxes     (6,058)     731     2,063
      Change in accrued postretirement                             
        benefits                             882    1,309     1,851
      (Gain) loss on sale of                                       
        properties                            98    (476)     3,097
      Change in current assets and                                 
        current liabilities net of effects
        from acquisitions:
          Accounts receivable             10,882    5,343   (20,206)
          Inventories                     (2,893)     272    (9,108)
          Other assets                    (3,855)   8,549    (1,531)
          Accounts payable               (13,561)   5,330    (6,696)
          Accrued expenses and other                               
            liabilities                  (31,656)     (21)    5,082
      Change in deferred items             1,939     (121)    1,905
      Other                                 (161)    (195)    2,816
      Net cash provided by operating                               
        activities                        46,158   97,184    45,198
                                                                   
Cash flows from investing activities:                              
  Additions to properties                (57,526) (60,027)  (43,097)
  Acquisitions, net of cash acquired     (34,313)     ---   (18,354)
  Proceeds from sale of properties         8,764   13,253     4,882
  Other                                   (1,250)    (199)     (106)
      Net cash used in investing                                   
        activities                       (84,325) (46,973)  (56,675)
                                                                   
Cash flows from financing activities:                              
  Proceeds from long-term debt               ---      ---   100,000
  Payments on short-term borrowings          ---   (3,600)  (86,746)
  Payments on long-term debt                 ---   (8,295)     (950)
  Stock option exercises and other         1,152    4,593     2,191
      Net cash provided (used) by                                  
        financing activities               1,152   (7,302)   14,495
                                                                   
Cash and cash equivalents:                                         
  Net increase (decrease) in cash and                              
    cash equivalents                     (37,015)  42,909     3,018
  Balance at beginning of year            52,686    9,777     6,759
  Balance at end of year                $ 15,671  $52,686   $ 9,777
                                                                   
See Notes to Consolidated Financial Statements


                    ACX TECHNOLOGIES, INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
                                (In thousands)
                                                                             
                                                 Retained                    
                             Common   Paid-in    Earnings                    
                              Stock   Capital    (Deficit)    Other     Total
                                                                             
Balance at December 31, 1993   $128  $417,480      $1,891    $(897)  $418,602
                                                                             
Exercise of stock options         1     1,207         ---      ---      1,208
Tax benefit of option                                                        
  exercise                      ---       238         ---      ---        238
Issuance of common stock          4    16,892         ---      ---     16,896
Net income                      ---       ---      19,825      ---     19,825
Cumulative translation                                                       
  adjustment and other          ---       ---         ---      685        685
                                                                             
Balance at December 31, 1994    133   435,817      21,716     (212)   457,454
                                                                             
Exercise of stock options         1     3,246         ---      ---      3,247
Tax benefit of option                                                        
  exercise                      ---       875         ---      ---        875
Issuance of common stock        ---     1,417         ---      ---      1,417
Stock split                     135      (135)        ---      ---        ---
Net income                      ---       ---      23,871      ---     23,871
Cumulative translation                                                       
  adjustment and other          ---       ---         ---    1,510      1,510
                                                                             
Balance at December 31, 1995    269   441,220      45,587    1,298    488,374
                                                                             
Exercise of stock options       ---       308         ---      ---        308
Tax benefit of option                                                        
  exercise                      ---        48         ---      ---         48
Issuance of common stock         10     1,726         ---      ---      1,736
Net loss                        ---       ---     (92,024)     ---    (92,024)
Cumulative translation                                                       
  adjustment and other          ---       ---        (834)     295       (539)
                                                                             
Balance at December 31, 1996   $279  $443,302    $(47,271)  $1,593   $397,903
                                                                             
See Notes to Consolidated Financial Statements




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note 1.  Summary of Significant Accounting Policies

Nature of Operations

      The  operations  of  ACX Technologies, Inc.  (the  Company)
include two reportable business segments.  Coors Ceramics Company
(Coors  Ceramics) participates in three markets of  the  advanced
technical  ceramics industry.  Structural ceramics are components
in  mechanical  devices  used in various  applications  including
automotive,  fluid  handling  and power  generation.   Electronic
ceramics  are the base for various electronic circuits,  pressure
sensors  and semiconductor chips in computers, telecommunications
and   automotive  controls.   Advanced  electronic  packages  are
casings    that   surround   computer   chips   used    in    the
telecommunications and computing industries.

      Graphic  Packaging Corporation (Graphic Packaging) develops
and  sells  value-added paperboard folding cartons  and  flexible
packaging products.  The end use for Graphic Packaging's flexible
packaging  products  are principally pet  foods,  personal  care,
beverages, confections and baking/snacks.  Primary folding carton
products  include beverages, concentrated detergents,  bar  soaps
and cereals.

      In  1996,  Coors Ceramics and Graphic Packaging contributed
approximately   40%  and  50%,  respectively,   of   consolidated
revenues.    In   addition,  the  Company  owns  technology-based
developmental  businesses  operated through  Golden  Technologies
Company,  Inc.  (Golden  Technologies).   The  Company's  markets
include  the United States, Western Europe, Canada, South America
and the Far East.

      In  1996,  the Company adopted a plan to dispose of  Golden
Aluminum   Company  (Golden  Aluminum),  which   produces   rigid
container sheet used in making can lids, tabs and bodies for  the
beverage  and  food  can industry and other flat-rolled  aluminum
products  used  principally in the building industry.   In  March
1997, the sale of Golden Aluminum was completed.

       Consolidation:   The  consolidated  financial   statements
include  the  accounts  of the Company and its  wholly-owned  and
majority-owned    subsidiaries.    All   material    intercompany
transactions have been eliminated.

      The consolidated financial statements have been prepared in
conformity  with generally accepted accounting principles,  using
management's  best  estimates  and judgments  where  appropriate.
Significant  estimates have been made by management with  respect
to  1996  asset  impairment  and restructuring  charges.   Actual
results  could  differ from these estimates making it  reasonably
possible that a change in these estimates could occur in the near
term.

     Inventories:  Inventories are stated at the lower-of-cost or
market.   Cost  is  determined by the first-in, first-out  (FIFO)
method  for  the majority of inventories.  At Graphic  Packaging,
cost  is  determined on the last-in, first-out (LIFO) method  for
certain  inventories.   For such inventories,  FIFO  cost,  which
approximates replacement cost, exceeded LIFO cost by $2.4 million
and $3.2 million at December 31, 1996 and 1995, respectively.

      Properties:   Land, buildings and equipment are  stated  at
cost.   Real estate properties are non-operating properties  held
for  sale.   For  financial reporting purposes,  depreciation  is
recorded  principally  on  the  straight-line  method  over   the
estimated useful lives of the assets as follows:

Buildings                                 10 to 40 years
Machinery and equipment                   3 to 10 years
Building and leasehold improvements       The shorter of the useful
                                          life, lease term or 20 years

      Accelerated  depreciation methods are  generally  used  for
income  tax  purposes.   Expenditures  for  new  facilities   and
improvements  that  substantially extend the capacity  or  useful
life   of  an  asset  are  capitalized.   Ordinary  repairs   and
maintenance are expensed as incurred.

       Impairment   of   Long-Lived   Assets   and   Identifiable
Intangibles:    In  1996,  the  Company  adopted   Statement   of
Financial  Accounting  Standards No.  121,  "Accounting  for  the
Impairment of Long-Lived Assets and for Long-Lived Assets  to  Be
Disposed  Of."  The  statement requires  the  recognition  of  an
impairment  loss for an asset held for use when the  estimate  of
undiscounted  future cash flows expected to be generated  by  the
asset  is  less  than  its carrying amount.  Measurement  of  the
impairment loss is based on fair value of the asset.  The Company
periodically reviews long-lived assets, identifiable  intangibles
and  goodwill  for  impairment  whenever  events  or  changes  in
business circumstances indicate the carrying amount of the assets
may not be fully recoverable.  See Note 3.

      Start-Up  Costs:   Start-up costs  that  are  unrelated  to
construction  and  associated with manufacturing  facilities  are
expensed as incurred.

       Goodwill  and  Other  Intangibles:   Goodwill  and   other
intangibles  are  amortized  on a straight-line  basis  over  the
estimated  future  periods  to  be benefited  (not  exceeding  40
years).   Goodwill  and other intangibles were $65.1  million  at
December  31, 1996, and $50.3 million at December 31, 1995,  less
accumulated  amortization  of $14.1 million  and  $11.3  million,
respectively.

      Hedging Transactions:  The Company periodically enters into
forward, future and option contracts for commodities to hedge its
exposure  to price fluctuations primarily for raw materials  used
in  the  production of high-fructose corn syrup.  The  gains  and
losses  on  qualified hedge contracts are deferred and recognized
in cost of goods sold as part of the product cost.

       Statement  of  Cash  Flows:   The  Company  defines   cash
equivalents as highly liquid investments with original maturities
of  90  days  or less.  The carrying value of the Company's  cash
equivalents  approximates their fair market value.  Income  taxes
paid  were $8.8 million, $13.9 million and $9.7 million in  1996,
1995 and 1994, respectively.

      Interest capitalized, expensed and paid, in thousands,  for
the years ended December 31, were as follows:

                             1996      1995      1994
Total interest costs       $8,921   $10,381    $6,826
Interest capitalized       $  744   $ 1,075    $  456
Interest expensed          $8,177   $ 9,306    $6,370
Interest paid              $9,554   $ 9,421    $5,163

      During  1994,  the  Company  exchanged  approximately  $8.0
million  of  assets held by a wholly-owned subsidiary  of  Golden
Technologies for an equity interest in a privately-held company.

      Miscellaneous  -  net:   Income  attributable  to  minority
interests  and  activity  for certain  royalty  arrangements  are
included  in "Miscellaneous - net" in the Consolidated  Statement
of Income.

     Environmental Expenditures:  Environmental expenditures that
relate  to  current  operations are expensed  or  capitalized  as
appropriate.   Expenditures that relate to an existing  condition
caused by past operations, and which do not contribute to current
or  future  revenue  generation, are expensed.   Liabilities  are
recorded  when environmental assessments and/or remedial  efforts
are probable and the costs can be reasonably estimated.

      Per  Share of Common Stock:  Per share information is based
on  the  weighted  average  number of common  shares  outstanding
during the year.  Per share information for all periods presented
is adjusted for a two-for-one stock split in 1995.

      Reclassifications:  Certain 1995 and 1994  information  has
been reclassified to conform to the 1996 presentation.


Note 2. Discontinued Aluminum Operations

     In 1996, the Board of Directors adopted a plan to dispose of
the Company's aluminum rigid container sheet business operated by
Golden  Aluminum.  In conjunction with this decision, the Company
recorded  pretax  charges of $155 million for anticipated  losses
upon  the  disposition  and estimated  operating  losses  of  the
business  through the disposition date.  In March  of  1997,  the
sale  of Golden Aluminum was completed for $70 million, of  which
$10 million was paid at closing and $60 million is due within two
years.   In accordance with the purchase agreement, the purchaser
has  the right to sell the property, plant and equipment back  to
the  Company during the two year period in discharge of  the  $60
million  obligation.  The initial payment of $10 million is  non-
refundable.

      The historical operating results and the estimated loss  on
the  sale  of  this business have been segregated as discontinued
operations on the accompanying Consolidated Statement  of  Income
for  all periods presented.  The assets and liabilities of Golden
Aluminum which were held for sale at December 31, 1996 have  been
separately  identified  on  the December  31,  1996  Consolidated
Balance Sheet as net current or noncurrent assets of discontinued
operations.   The  current assets consist primarily  of  accounts
receivable  and inventory, partially offset by accounts  payable.
The  noncurrent assets are composed of the fixed assets of Golden
Aluminum.  The Consolidated Balance Sheet as of December 31, 1995
has  not  been restated.  Discontinued operations have  not  been
segregated   on  the  Consolidated  Statement  of   Cash   Flows.
Accordingly,  the Consolidated Statement of Cash  Flows  includes
sources and uses of cash for Golden Aluminum.

      Selected  financial data for Golden Aluminum, in thousands,
are summarized as follows:

                                    Years Ended December 31,
                                    1996         1995         1994
                                                          
Net sales                       $168,446     $250,001     $152,798
                                                                  
Income (loss) from                                                
  operations before income                                         
  taxes                          $(8,033)    $(10,076)    $    142
Income tax benefit                 3,000        2,700          ---
                                                                  
Income (loss) from                                                
  operations                      (5,033)      (7,376)         142
                                                                  
Loss on disposal before                                            
  income taxes                  (124,700)         ---          ---
Loss on operations during                                          
  disposition period before                                        
  income taxes                   (30,300)         ---          ---
Income tax benefit                56,600          ---          ---
                                                                  
Net income (loss)              $(103,433)     $(7,376)     $   142
                                                                  
Per common share:
Income (loss) from                                                
  operations                   $   (0.18)     $ (0.27)     $  0.01
Estimated loss on disposal         (3.43)         ---          ---
Net income (loss)              $   (3.61)     $ (0.27)     $  0.01



Note 3.  Asset Impairment and Restructuring Charges

      In  the fourth quarter of 1996, the Company recorded  $32.2
million in asset impairment charges at Golden Technologies.   The
charges  relate  primarily to the corn-wet milling  business  and
solar  panel manufacturing activity.  The assets of the  corn-wet
milling   business   became  impaired  when  unfavorable   market
conditions in the high-fructose corn syrup market reduced selling
prices   by   half   and  decreased  ongoing  customer   purchase
commitments  and  anticipated future net cash flows.   Additional
future  expense and cash outlays are expected to be approximately
$2.0  million to $3.0 million and consist primarily  of  employee
severance to be paid out in the first quarter related to the 1997
decision  to  exit  the high-fructose corn syrup  business.   The
following  circumstances  in  Golden  Technologies'  solar  panel
manufacturing  activity resulted in an impairment of  the  assets
associated  with  this activity:  (i) the  lack  of  a  currently
viable  market for cadmium telluride solar panels; (ii) the  lack
of  an  alternative use for panel manufacturing assets; and (iii)
management's new focus on solar energy distribution.

     Certain administrative functions at Golden Technologies were
restructured  in  the  fourth  quarter  of  1996  and  management
realignments were made in the solar energy distribution business.
This   resulted  in  a  restructuring  charge  of  $2.4  million,
primarily  consisting  of  estimated  severance  costs   for   16
employees  in administrative functions.  Cash outlays related  to
the  restructuring  charges are expected to occur  in  the  first
quarter of 1997.


Note 4.  Acquisitions

     1996 Acquisitions

      During  1996, the Company consummated several acquisitions,
including:  (i) a controlling interest in the stock of Photocomm,
Inc.,  a  publicly  traded company headquartered  in  Scottsdale,
Arizona,  engaged  in  the manufacture  and  marketing  of  solar
electric  systems; and (ii) the operating assets of H.B. Company,
Inc.,  a  manufacturer  of  oilfield  pump  components  based  in
Oklahoma  City, Oklahoma. These acquisitions were  accounted  for
under  the  purchase method of accounting, and  accordingly,  the
Company's  results of operations for 1996 include the results  of
Photocomm since November 21, 1996 and of H.B. Company since March
19,  1996.  The aggregate consideration in connection with  these
acquisitions was $24.2 million, which was allocated  to  the  net
assets  acquired based upon their estimated fair  market  values.
The  excess of the purchase price over the estimated fair  market
values  of  the net assets acquired was $14.3 million,  which  is
being amortized over 15 years on a straight-line basis.

      On  March  1, 1996, the Company acquired Gravure Packaging,
Inc., based in Richmond, Virginia.  Gravure is a manufacturer  of
high-quality  folding  cartons for the  packaged  consumer  goods
industry and had annual net sales of approximately $44 million in
1996.  Under terms of the acquisition, which was accounted for as
a  pooling of interests, the Company issued 911,000 shares of its
common  stock  and  paid  $2.4 million in  exchange  for  all  of
Gravure's  stock.  In addition, the Company paid $7.5 million  at
closing to reduce the short-term borrowings of Gravure.

      The  above acquisitions were not material to the  Company's
balance  sheet  or  results  of operations.   Accordingly,  prior
period financial statements have not been restated to include the
results of the Gravure pooling of interests transaction.

     1994 Acquisition

      In  mid-1994 the Company acquired the stock of  a  flexible
packaging  company with plants in Canada and the  United  States.
Consideration  for  the  transaction included  approximately  $17
million  in  cash  and notes,  845,000 shares  of  the  Company's
common  stock and assumption of $56 million in liabilities.   The
transaction  was  accounted  for under  the  purchase  method  of
accounting  and accordingly, the results of the acquired  company
have  been included in the Company's results of operations  since
July   1,   1994.   Goodwill  recorded  in  the  transaction   of
approximately $28 million is being amortized over 15 years  on  a
straight-line basis.


Note 5.  Inventories

     The classification of inventories, in thousands, at December
31, was as follows:

                                         1996           1995
Finished                             $ 46,312       $ 41,228
In process                             28,837         41,712
Raw materials                          26,371         34,560
Total inventories                    $101,520       $117,500


Note 6.  Properties

     The cost of properties and related accumulated depreciation,
in thousands, at December 31, consists of the following:

                                          1996         1995
Land and improvements                 $ 11,107     $ 19,110
Buildings                               90,136      125,706
Machinery and equipment                342,304      557,312
Real estate properties                  10,261       11,084
Construction in progress                25,055       35,883
                                       478,863      749,095
Less accumulated depreciation          234,248      322,263
Net properties                        $244,615     $426,832


Note 7.  Operating Leases

      The  Company  has  leases for a variety  of  equipment  and
facilities  that expire in various years.  Future  minimum  lease
payments,  in thousands, required as of December 31, 1996,  under
non-cancelable  operating leases with terms exceeding  one  year,
are as follows:

1997                               $ 6,432
1998                                 4,424
1999                                 3,502
2000                                 3,159
2001 and thereafter                  5,073
           Total                   $22,590

     Operating lease rentals for warehouse, production and office
facilities  and equipment amounted to $6.2 million in 1996,  $4.6
million in 1995 and $4.4 million in 1994.


Note 8.  Long-Term Debt

      Long-term debt, in thousands, consists of the following  as
of December 31:

                                                   1996      1995
7.8% Unsecured notes due November 1, 1999      $ 70,000  $ 70,000
8.1% Unsecured notes due November 1, 2001        30,000    30,000
           Total long-term debt                $100,000  $100,000

      The  Company  also has an unsecured $125 million  revolving
credit  facility  under  which  no amounts  were  outstanding  at
December 31, 1996 and 1995.  The fair value of the Company's debt
approximates its carrying value.


Note 9.  Income Taxes

      The  components of income from continuing operations before
income taxes were:

                                  Years Ended December 31,
(In thousands)                   1996       1995        1994
                                                            
 Domestic                     $14,694    $44,470     $30,502
 Foreign                        7,715      6,777       2,281
  Total income from                                         
    continuing operations                                       
    before income taxes       $22,409    $51,247     $32,783


The total provision for income taxes includes the following:

                                  Years Ended December 31,
(In thousands)                   1996       1995        1994
                                                            
Current provision:                                          
  Federal                    $  3,524    $ 9,549     $ 7,780
  State                         2,995      3,232       2,467
  Foreign                       2,941      3,936         779
  Total current tax                                         
    expense                     9,460     16,717      11,026
Deferred provision:                                         
  Federal                     (53,640)     1,064       2,167
  State                        (4,254)        53        (494)
  Foreign                        (166)      (534)        401
  Total deferred tax                                        
    expense (benefit)         (58,060)       583       2,074
Total income tax expense                                    
  (benefit)                  $(48,600)   $17,300     $13,100


     The total provision for income taxes is included in the
Consolidated Statement of Income as follows:

                                  Years Ended December 31,
(In thousands)                   1996       1995        1994
                                                            
Continuing operations        $ 11,000    $20,000     $13,100
Discontinued operations       (59,600)    (2,700)        ---
  Total income tax expense                                  
    (benefit)                $(48,600)   $17,300     $13,100

      Temporary  differences  that give  rise  to  a  significant
portion of deferred tax assets (liabilities) at December 31, 1996
and 1995, were as follows:

(In thousands)                                  1996          1995
Pension and employee benefits               $ 18,996      $ 16,430
Alternative minimum tax                       15,435        15,424
Depreciation and other property related       (9,324)      (56,145)
Inventory                                      3,649         1,110
Capitalized interest                           3,044         2,674
Amortization of intangibles                    2,252           551
All other                                     13,085         4,261
Gross deferred tax assets (liabilities)       47,137       (15,695)
Less valuation allowance                      (1,800)          ---
Net deferred tax assets (liabilities)       $ 45,337      $(15,695)


      The valuation allowance of $1.8 million was established due
to  the  uncertainty  surrounding the ultimate  deductibility  of
capital  losses,  which  are deductible only  to  the  extent  of
offsetting capital gains.

      The principal differences between the effective income
tax  rate attributable to continuing operations and the U.S.
statutory federal income tax rate are as follows:

                                    Years Ended December 31,
                                      1996      1995      1994
Expected tax rate                    35.0%     35.0%     35.0%
State  income taxes  (net  of                                 
  federal benefit)                    7.1%      4.0%      3.7%
Non-deductible  expenses  and                                 
  losses                              9.6%      0.1%      1.8%
Foreign  tax expense (net  of                                 
  federal benefit)                    0.3%      0.8%      0.5%
Change in valuation allowance         7.6%      ---        ---
Research and development and                                   
  other tax credits                 (12.1%)     ---        ---
Other - net                           1.6%    (0.9%)     (1.0%)
Effective tax rate                   49.1%     39.0%     40.0%

      The  Internal  Revenue  Service  (IRS)  has  completed  its
examination  of the Company's federal income tax returns  through
1992.   The  IRS  is currently reviewing the federal  income  tax
returns for fiscal years 1993, 1994 and 1995.  In the opinion  of
management, adequate accruals have been provided for  all  income
tax matters and related interest.

      The Company has not provided for U.S. or additional foreign
taxes  on  $11.3  million of undistributed  earnings  of  foreign
subsidiaries  to the extent they are considered to be  reinvested
indefinitely.  If these  earnings were distributed,  foreign  tax
credits  should become available under current law to  reduce  or
eliminate  the  resulting U.S. income tax  liability.   When  the
Company identifies exceptions to the general reinvestment policy,
additional taxes will be provided.


Note 10.  Stock Compensation

      The  Company's  Equity  Incentive  Plan  provides  for  the
granting of non-qualified stock options to certain key employees.
The  Equity  Incentive  Plan  also  provides  for  the  grant  of
restricted  stock,  bonus  shares,  stock  units  and  offers  to
officers  of  the  Company to purchase stock.   The  Company  has
authorized  4.8  million  shares for issuance  under  this  plan.
Generally,   options  outstanding  under  the  Company's   Equity
Incentive  Plan  are subject to the following terms:   (i)  grant
price  equal  to fair market value of the stock on  the  date  of
grant;  (ii)  ratable vesting over either a three  or  four  year
service period; and (iii) maximum term of ten years from the date
of grant.

      Transactions  in options for the years ended  December  31,
1996, 1995 and 1994 were as follows:

                           1996            1995              1994
                             Weighted          Weighted        Weighted
                              Average          Average          Average
                             Exercise          Exercise        Exercise
(Shares in thousands) Shares   Price  Shares    Price   Shares   Price
Options outstanding                                                     
  at January 1        2,374    $16.08   2,313    $15.27  1,359    $12.64
Granted                 479    $15.29     369    $19.34  1,088    $18.22
Exercised               (29)   $12.75    (271)   $13.15   (110)   $12.56
Expired or forfeited    (36)   $17.36     (37)   $19.38    (24)   $12.44
Options outstanding                                                     
  at December 31      2,788    $15.96   2,374    $16.08  2,313    $15.27
Exercisable at                                                          
  December 31         1,593    $15.33   1,251    $14.81  1,077    $13.96
Available for future                                                    
  grant                 806             1,368            1,713

     Options outstanding at December 31, 1996 had exercise prices
between  $9.93  and $20.88 per share and had a  weighted  average
remaining contractual life of 6.7 years.

       The  Company  applies  APB  Opinion  No.  25  and  related
interpretations  in  accounting for its stock-based  compensation
plans.   Accordingly, no compensation expense has been recognized
for  its Equity Incentive Plan and employee stock purchase  plan.
If  the Company had elected to recognize compensation cost  based
on  the  fair  value of the options at grant date as  allowed  by
Statement  of Financial Accounting Standards No. 123, "Accounting
for  Stock-Based  Compensation,"  compensation  expense  of  $2.2
million  and $0.5 million would have been recorded for  1996  and
1995, respectively.  Net income and earnings per share would have
been reduced to the pro forma amounts indicated below:

                                      1996        1995
Net income (loss) in thousands:
  As reported                    $(92,024)     $23,871
  Pro forma                      $(93,411)     $23,591
Earnings (loss) per share:                            
  As reported                    $  (3.21)     $  0.86
  Pro forma                      $  (3.26)     $  0.85

     The fair value of each option grant is estimated on the date
of  grant  using the Black-Scholes option pricing model with  the
following  assumptions:  (i) dividend yield of 0%; (ii)  expected
volatility  of 22.6%; (iii) risk-free interest rate ranging  from
5.2%  to  6.8%; and (iv) expected life of 3 to 6.37  years.   The
weighted  average per share fair value of options granted  during
1996 and 1995 was $5.16 and $6.65, respectively.


Note 11.  Employee Retirement Plans

      The Company maintains several defined benefit pension plans
for  the majority of the Company's employees.  Benefits are based
on  years of service and average base compensation levels over  a
period  of years.  Plan assets consist primarily of equity,  real
estate  and interest-bearing investments.  The Company's  funding
policy  is to contribute annually not less than the ERISA minimum
funding  standards nor more than the maximum amount that  can  be
deducted  for  federal income tax purposes.   Total  expense  for
these   plans,  the  Company's  401(k)  plan  and  other  defined
contribution plans was $8.3 million in 1996, $6.7 million in 1995
and $9.4 million in 1994.

       The  funded  status  of  the  pension  plans  and  amounts
recognized  in the Consolidated Balance Sheet as of December  31,
were as follows:

(In thousands)                                1996        1995
Actuarial present value of accumulated                        
  plan benefits (including vested                               
  benefits of $84,093 in 1996 and                               
  $79,447 in 1995)                       $  90,940   $  87,720
Projected benefit obligation for                              
  service rendered to date                 118,505     111,340
Plan assets available for benefits          97,308      83,654
                                                              
Plan assets less than projected                               
  benefit obligation                       (21,197)    (27,686)
Unrecognized net loss                       11,798      25,744
Prior service cost not yet recognized        7,321       3,668
Unrecognized net assets being                                 
  recognized over 15 years                    (689)       (954)
                                                              
Net prepaid pension asset (liability)     $ (2,767)  $     772


     The components of net pension expense for the years ended
December 31, were as follows:

(In thousands)                     1996       1995      1994
Service cost for benefits                                   
  earned during the year       $  4,196   $  3,100   $ 4,331
Interest cost on projected                                  
  benefit obligation              8,331      7,458     7,455
Actual gain on plan assets      (14,172)   (14,877)     (522)
Net amortization and deferral     8,287      9,287    (4,163)
Net pension expense            $  6,642   $  4,968   $ 7,101


     Significant assumptions used in determining the valuation of
the projected benefit obligation were:

                                   1996       1995      1994
Settlement rate                    7.8%       7.3%      8.3%
Increase in compensation                                    
  levels                           5.3%       5.3%      5.3%
Rate of return on plan assets      9.8%       9.8%      9.8%


Note 12.  Other Postretirement Benefits

      Certain subsidiaries of the Company provide health care and
life  insurance  benefits  to retirees and  eligible  dependents.
Eligible employees may receive these benefits after reaching  age
55  with 10 years of service.  Prior to reaching age 65, eligible
retirees  may  receive certain health care benefits identical  to
those  available to active employees.  Retirees who meet the  age
and  service  requirement necessary to retire early  without  any
actuarial reductions from the Company's retirement plan for early
retirement, either pay no premium or the same premium  as  active
employees.   Eligible  retirees who do  not  meet  this  age  and
service  requirement pay a greater amount.  These plans  are  not
funded.

      The amounts recognized in the Consolidated Balance Sheet as
of December 31, were as follows:

(In thousands)                                1996     1995
Accumulated Postretirement Benefit                         
Obligation (APBO)
  Retirees                                 $ 9,315  $ 1,089
  Fully eligible, active plan                              
    participants                             2,898    3,035
  Other active plan participants             8,487    8,176
                                            20,700   22,300
  Unrecognized net gain                      3,872      525
  Unrecognized prior service cost            4,443    4,905
  Accrued other postretirement benefit                     
    cost                                   $29,015  $27,730

      The components of net periodic other postretirement benefit
cost for the years ended December 31, were as follows:

(In thousands)                     1996      1995      1994
Service cost for benefits                                  
  earned during the year        $   891  $    889    $1,114
Interest cost on APBO             1,452     1,824     1,832
Recognized amortized gain          (428)     (157)     (118)
Net periodic postretirement                                
  benefit cost                  $ 1,915   $ 2,556   $ 2,828

       The  accumulated  postretirement  benefit  obligation  was
determined  based on the terms of the pertinent health  and  life
insurance plans, together with relevant actuarial assumptions and
health  care cost trend rates ranging ratably from 10.0% in  1996
to  5.0%  through  the  year 2006.  The  discount  rate  used  to
determine  the APBO at December 31, 1996 and 1995, was  7.8%  and
7.3%, respectively.

      If  the  health care cost trend rate was increased 1%,  the
APBO   as   of  December  31,  1996,  would  have  increased   by
approximately  $2.0 million.  The effect of this  change  on  the
ongoing annual cost would be approximately $0.3 million.


Note 13.  Related Party Transactions

     The Company sells packaging and refined corn starch products
to  Coors Brewing Company (Coors Brewing), a subsidiary of Adolph
Coors  Company  (ACCo).  Additionally, the Company sold  aluminum
products  to  Coors Brewing until the sale of Golden Aluminum  on
March  1,  1997.  On December 28, 1992, the Company was spun  off
from ACCo and since that time, ACCo has had no ownership interest
in  the  Company.   However,  certain Coors  family  trusts  have
significant interests in both the Company and ACCo.  At the  time
of  spin-off  from  ACCo,  the Company  entered  into  agreements
(operating  agreements)  with  Coors  Brewing  for  the  sale  of
aluminum, packaging and starch products and the resale of brewery
byproducts.  The operating agreements had a stated term  of  five
years  and have resulted in substantial revenues to the  Company.
During   1995,  the  Golden  Aluminum  operating  agreement   was
canceled.   In  early  1997, the supply  agreement  with  Graphic
Packaging  was  modified to a three year, rolling  term  contract
that  provides stated quantity commitments and annual  repricing.
In  addition,  the  corn starch and brewery byproduct  agreements
were extended through 1999.  The Company will continue to attempt
to  increase  its  sales  to unaffiliated customers  to  decrease
dependence on Coors Brewing.

     Sales of packaging products and refined corn starch to Coors
Brewing accounted for approximately 16.7%, 19.0% and 20.6% of the
Company's  consolidated  net  sales  for  1996,  1995  and  1994,
respectively.  Included in the results of discontinued operations
are  sales of aluminum products of $25.9 million, $121.1  million
and  $82.5 million for 1996, 1995 and 1994, respectively.   Sales
were  at  terms comparable to those that could have been obtained
on an arms-length basis between unaffiliated parties. The loss of
Coors Brewing as a customer in the foreseeable future could  have
a material effect on the Company's results of operations.


Note 14.  Commitments and Contingencies

      It is the policy of the Company generally to act as a self-
insurer  for  certain  insurable risks  consisting  primarily  of
employee  health  insurance programs.  With respect  to  workers'
compensation,  the Company uses a variety of fully  or  partially
self-funded  insurance vehicles.  The Company  maintains  certain
stop-loss and excess insurance policies that reduce overall  risk
of financial loss.

      The  Company is named as defendant in various  actions  and
proceedings  arising in the normal course of business,  including
claims  by current or former employees relating to employment  or
termination.  In addition, the Company is a plaintiff in a  fixed
price  construction contract dispute under which  a  counterclaim
has  been  filed.  In all of these cases, the Company is  denying
the allegations made against it and is vigorously defending them.
Although  the eventual outcome of the various lawsuits cannot  be
predicted, it is management's opinion that these suits  will  not
result  in  liabilities to such extent that they would materially
affect the Company's financial position or results of operations.

      Coors Ceramics and a beryllium supplier have been named  as
defendants  in  a lawsuit brought by several current  and  former
employees of a defense equipment manufacturer and their  spouses.
Plaintiffs   are   seeking  damages  in   connection   with   the
manufacture, sale and distribution of certain products containing
beryllium  and  allege  that  they contracted  chronic  beryllium
disease  from  products  supplied  by  Coors  Ceramics  and   the
beryllium  supplier.   The  suit  is  in  the  early  stages   of
litigation;  however,  the Company believes  it  has  meritorious
defenses  to the allegations raised and intends to defend  itself
vigorously against these allegations.

      Golden  Technologies  and  several  other  defendants  have
recently  been  sued  by  a candy company claiming  violation  of
federal and state antitrust laws in sales of corn syrup from 1988
to  1996.  It appears that the Company was only an occasional and
minor  supplier to the plaintiff and Golden Technologies  intends
to vigorously defend itself against these allegations.

      The  Company  has agreed to grant or guarantee  a  line  of
credit  for  two  years not to exceed $8.0 million  for  National
Empowerment  Television, Inc. (NET).  This agreement  will  grant
the Company the right to purchase a portion of NET's common stock
at  a  discount  from  the  current market  value  under  certain
circumstances.  NET is a privately-held cable television  network
located  in  Washington, D.C.  If the Company is called  upon  to
satisfy the guarantee, the Company has the option to convert  the
loan into an equity position of NET.

     Coors Ceramics has received a demand for payment arising out
of   contamination  of  a  semiconductor  manufacturing  facility
formerly   owned  by  a  subsidiary  of  Coors  Ceramics,   Coors
Components, Inc. (CCI).  Colorado State environmental authorities
are  negotiating with the party to whom Coors Ceramics  sold  the
property  (Buyer) to clean up soil and ground water contamination
on  this  parcel  of  property.  In addition,  Buyer  is  seeking
indemnification  for  damages  paid  in  1995  arising   out   of
litigation  by  the  adjacent landowner.   The  contamination  is
believed  to have occurred prior to Coors Ceramics' ownership  of
CCI.   CCI  was  sold to Buyer in November 1987.  Coors  Ceramics
does  not believe it has any responsibility for the contamination
or  the cleanup, and has notified the party from whom it acquired
the  property that Coors Ceramics will seek indemnification under
the terms of its purchase agreement in the event of liability.

      Some of the Company's subsidiaries have been notified  that
they  may  be  potentially responsible parties (PRPs)  under  the
Comprehensive Environmental Response, Compensation and  Liability
Act  of  1980 (CERCLA) or similar state laws with respect to  the
remediation of certain sites where hazardous substances have been
released  into the environment.  The Company cannot predict  with
certainty the total costs of remediation, its share of the  total
costs,  the extent to which contributions will be available  from
other  parties,  the  amount of time necessary  to  complete  the
remediation or the availability of insurance.  However, based  on
investigations to date, the Company believes that  any  liability
with  respect  to  these  sites would  not  be  material  to  the
financial  condition and results of operations  of  the  Company,
without consideration for insurance recoveries.  There can be  no
certainty, however, that the Company will not be named as  a  PRP
at  additional sites or be subject to other environmental matters
in  the future or that the costs associated with those additional
sites or matters would not be material.


Note 15.  Quarterly Financial Information (Unaudited)

      The  following  information summarizes  selected  quarterly
financial information, in thousands, for each of the two years in
the period ended December 31, 1996.

1996                            First    Second     Third    Fourth       Year
                                                                         
Net sales                   $ 177,138  $183,987  $175,154  $176,101   $712,380
Cost of goods sold            138,478   142,585   137,218   137,574    555,855
Marketing, general &                                                          
  administrative               19,588    19,507    18,459    20,393     77,947
Research & development          3,623     3,771     3,602     4,304     15,300
Asset impairment and                                                          
  restructuring charges           ---       ---       ---    34,642     34,642
Other expense                   1,589     2,158     1,693       787      6,227
Total costs & expenses        163,278   168,021   160,972   197,700    689,971
Income (loss) from                                                 
  continuing operations
  before income taxes          13,860    15,966    14,182   (21,599)    22,409
Income tax expense (benefit)    5,700     6,200     5,600    (6,500)    11,000
Income (loss) from
  continuing operations         8,160     9,766     8,582   (15,099)    11,409
Discontinued operations:                                                      
Loss from discontinued                                                  
  operations of                                                                 
  Golden Aluminum              (5,033)      ---       ---       ---     (5,033)
Loss on disposal of Golden                                                    
  Aluminum                    (70,000)      ---       ---   (28,400)   (98,400)
Net income (loss)            $(66,873) $  9,766  $  8,582  $(43,499)  $(92,024)
                                                                              
Per share of common stock:                                                    
  Continuing operations      $   0.29  $   0.34  $   0.30  $  (0.53)  $   0.40
  Discontinued operations       (2.62)      ---       ---     (0.99)     (3.61)
  Net income (loss)          $  (2.33) $   0.34  $   0.30  $  (1.52)  $  (3.21)
                                                                              
1995                                                                          
Net sales                    $155,884  $169,235  $171,210  $164,524   $660,853
Cost of goods sold            121,073   128,776   130,248   127,932    508,029
Marketing, general &                                                          
  administrative               18,265    19,237    18,475    19,094     75,071
Research & development          4,447     4,763     3,161     3,941     16,312
Restructuring charges             ---       ---       ---     2,735      2,735
Other expense                   2,362     2,170     1,794     1,133      7,459
Total costs & expenses        146,147   154,946   153,678   154,835    609,606
Income from continuing                                                        
  operations before
  income taxes                  9,737    14,289    17,532     9,689     51,247
Income tax expense              3,850     5,550     6,900     3,700     20,000
Income from continuing                                                        
  operations                    5,887     8,739    10,632     5,989     31,247
Discontinued operations:                                                      
Income (loss) from                                                            
  discontinued operations of
  Golden Aluminum               2,763     1,180    (3,676)   (7,643)    (7,376)
Net income (loss)            $  8,650  $  9,919  $  6,956  $ (1,654)  $ 23,871
                                                                              
Per share of common stock:                                                    
   Continuing operations     $   0.21  $   0.32  $   0.38  $   0.22   $   1.13
   Discontinued operations       0.10      0.04     (0.13)    (0.28)     (0.27)
   Net income (loss)         $   0.31  $   0.36  $   0.25  $  (0.06)  $   0.86

      Included  in  the 1996 fourth quarter loss from  continuing
operations  were  asset impairment and restructuring  charges  of
$34.6  million at Golden Technologies.  The after-tax  effect  of
these charges was $22.8 million, or $0.80 per share.  See Note 3.


Note 16.  Segment Information

      Certain  financial  information for the Company's  business
segments, in thousands, is included in the following summary:

                         Operating           Depreciation   Additions
                  Net     Income                 and            to
(In thousands)   Sales    (Loss)     Assets  Amortization   Properties
1996                                                                
                                                                    
Ceramics       $276,352    $44,204  $214,635      $16,159    $30,291
Packaging       346,547     41,048   205,705       19,959     13,314
Developmental                                                       
  businesses     89,481    (48,447)  104,138        5,757     12,558
Discontinued                                                        
  operations        ---        ---   116,552        7,307      1,036
Corporate           ---     (8,169)   35,662          341        327
                                                                    
               $712,380    $28,636  $676,692      $49,523    $57,526
                                                                    
1995                                                                
                                                                    
Ceramics       $270,877    $47,395  $189,191      $14,046    $25,122
Packaging       308,109     34,551   197,587       16,945     20,149
Developmental                                                       
  businesses     81,867    (13,740)   80,350        5,643      7,426
Discontinued                                                        
  operations        ---        ---   268,260       12,618      7,177
Corporate           ---     (9,500)   50,098          605        153
                                                                    
               $660,853    $58,706  $785,486      $49,857    $60,027
                                                                    
1994                                                                
                                                                    
Ceramics       $231,288    $33,091  $165,804      $11,831    $18,949
Packaging       258,833     27,889   197,330       13,632      8,407
Developmental                                                       
  businesses     88,584    (13,174)   88,852        8,842      5,920
Discontinued                                                        
  operations        ---        ---   297,962       11,573      9,768
Corporate           ---     (9,355)   10,342          222         53
                                                                    
               $578,705    $38,451  $760,290      $46,100    $43,097

     Operating income (loss) for reportable segments is exclusive
of  certain  unallocated  corporate expenses.   Corporate  assets
include cash and cash equivalents and certain properties.


                           SCHEDULE II
                                
               ACX TECHNOLOGIES, INC. AND SUBSIDIARIES
                  VALUATION AND QUALIFYING ACCOUNTS
                           (In thousands)
                                
Allowance for doubtful receivables
(deducted from accounts receivable)
                                
                          Additions                             
             Balance at  charged to                         Balance
Year Ended   beginning    costs and                          at end
December 31   of year     expenses     Other   Deductions   of year
                                                            
1994             $2,899       $1,335  $   6(1) $  (796)(2)    $3,444
1995             $3,444       $  742  $   7(1) $(1,469)(2)    $2,724
1996             $2,724       $1,272  $(30)(1) $  (931)(2)    $3,035

(1)  The effect of translating foreign subsidiaries' financial
     statements into U.S. dollars.
(2)  Write-off of uncollectible accounts.


ITEM  9.   CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON
           ACCOUNTING AND FINANCIAL DISCLOSURE

      Within the last two years there have been no changes in the
Company's  independent accountants or disagreements on accounting
and financial statement disclosure matters.
                                
                            PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

      The  information  regarding the Registrant's  Directors  is
incorporated  by reference to the Proxy Statement  in  connection
with the 1997 Annual Meeting of Shareholders.

     The following executive officers of the Company serve at the
pleasure of the Board:

      Jeffrey  H. Coors, 52, President of the Company  since  its
formation  in  August  1992.  Chairman of Graphic  Packaging  and
Golden  Technologies since 1985 and 1989, respectively; Executive
Vice  President  of  ACCo from 1991 to 1992; President  of  Coors
Technology  Companies from 1989 to 1992; Director  of  Photocomm,
Inc. since November 1996.

      Joseph  Coors, Jr., 55, President of the Company since  its
formation  in August 1992; President and Chief Executive  Officer
of Coors Ceramics since March 1997 and Chairman of Coors Ceramics
since  1989;  President  of Coors Ceramics  from  1985  to  1993;
Chairman  of  Golden Aluminum from 1993 to 1997;  Executive  Vice
President  of  ACCo from 1991 to 1992; also a director  of  Hecla
Mining Company.

     Jed J. Burnham, 52, Chief Financial Officer and Treasurer of
the Company since March 1995 and August 1992, respectively; Chief
Credit  Officer for non-metro Denver banks at Norwest  Bank  from
1990 to 1992; Director of Photocomm, Inc. since November 1996.

      Jill B. W. Sisson, 49, General Counsel and Secretary of the
Company  since September 1992; Of Counsel to the Denver law  firm
of Bearman Talesnick & Clowdus Professional Corporation from 1984
to 1992.

      Gail A. Constancio, 36, Controller and Principal Accounting
Officer  of  the  Company since May 1994;  Manager  of  Financial
Reporting  and  Investor Relations from 1992 to  1994;  Financial
Reporting Specialist for ACCo from 1989 to 1992.

      The  following  table  identifies and provides  information
regarding  the  principal  executives  of  the  Company's   major
subsidiaries:

      David H. Hofmann, 59, President and Chief Executive Officer
of  Graphic Packaging since October 1989; President of the Health
Care Division of Paper Manufacturers Company from 1980 to 1989.

      Dean  A. Rulis, 49, President of Golden Technologies  since
1992; President of Wilbanks International, Inc., a subsidiary  of
Coors Ceramics, from 1984 to 1992.


ITEM 11.  EXECUTIVE COMPENSATION

      This  information is incorporated by reference to the Proxy
Statement.

ITEM  12.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL  OWNERS  AND
MANAGEMENT

      This  information is incorporated by reference to the Proxy
Statement

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     This information is incorporated by reference to the Proxy
Statement.

                             PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON
         FORM 8-K

(a)       The following documents are filed as part of this
          report:

   (1)    Financial Statements:  See index of financial
          statements in Part II, Item 8.

   (2)    Financial Statement Schedule:  See index of financial
          statements in Part II, Item 8:

          Schedule II- Valuation and Qualifying Accounts for
          the years ended December 31, 1996, 1995 and 1994

     Schedules other than those referred to above are omitted
because they are not required or the information is shown in the
financial statements or notes thereto.

   (3)    Exhibits:

Exhibit
Number              Document Description

2.1       Plan  of disposition for Golden  Aluminum
          Company.  (Incorporated by reference to Exhibit
          2.1 to Form 10-Q filed on May 3, 1996, file No.
          0-20704)
3.1       Articles of Incorporation of  Registrant.
          (Incorporated  by reference to Exhibit  3.1  to
          Form  10 filed on October 6, 1992, file No.  0-
          20704)
3.1A      Articles of Amendment to Articles of
          Incorporation  of Registrant. (Incorporated  by
          reference  to Exhibit 3.1A to Form 8  filed  on
          December 3, 1992, file No. 0-20704)
3.2       Bylaws  of  Registrant,  as   amended.
          (Incorporated  by reference to Exhibit  3.2  to
          Form 10-Q filed on November 7, 1996, file No. 0-
          20704)
4         Form of Stock Certificate of Common Stock.
          (Incorporated by reference to Exhibit 4 to Form
          10-K filed on March 7, 1996, file No. 0-20704)
10.1      Stock  Purchase  Agreement  Among  Golden
          Aluminum  Company, Crown Cork & Seal, Inc.  and
          ACX   Technologies,   Inc.   (Incorporated   by
          reference to Exhibit 10.1 to 8-K filed on March
          14, 1997, file No. 0-20704)
10.2      Supply Agreement between Graphic Packaging
          Corporation  and Coors Brewing  Company,  dated
          January  1, 1997.  (Confidential treatment  has
          been requested for portions of this Exhibit)
10.6      Gravure International Capital Corporation
          Purchase Agreement.  (Incorporated by reference
          to  Form 8-K filed on July 1, 1994, file No. 0-20704)
10.7*     Description   of   Officers'   Life
          Insurance Program.
10.8*     Form of Officers' Salary Continuation
          Agreement,   as   amended.   (Incorporated   by
          reference  to Exhibit 10.10 to Form 10-K  filed
          on March 20, 1995, file No. 0-20704)
10.9*     ACX   Technologies,   Inc.   Equity
          Incentive  Plan, as amended.  (Incorporated  by
          reference to Exhibit 10.9 to Form 10-K filed on
          March 7, 1996, file No. 0-20704)
10.10*    ACX   Technologies,   Inc.   Equity
          Compensation  Plan for Non-Employee  Directors,
          as  amended.   (Incorporated  by  reference  to
          Exhibit  A  to  the  Proxy Statement  filed  in
          connection  with  the  May  17,  1994,   Annual
          Meeting of Shareholders)
10.11*    ACX Technologies, Inc. Phantom Equity
          Plan.   (Incorporated by reference  to  Exhibit
          10.11  to  Form 8 filed on November  19,  1992,
          file No. 0-20704)
10.15*    ACX  Technologies,  Inc.   Deferred
          Compensation  Plan, as amended.   (Incorporated
          by  reference  to Exhibit 10.15  to  Form  10-K
          filed on March 7, 1996, file No. 0-20704)
10.16*    ACX  Technologies,  Inc.  Executive
          Incentive Plan.  (Incorporated by reference  to
          Exhibit  10.16 to Form 10-K filed on  March  7,
          1996, file No. 0-20704)
12        Statement  of  Computation  of  Ratio  of
          Earnings to Fixed Charges.
21        Subsidiaries of Registrant.
23        Consent of Price Waterhouse LLP.
27        Financial Data Schedule

*         Management  contracts  or  compensatory   plans,
          contracts  or arrangements required to be filed  as  an
          Exhibit pursuant to Item 14(c).

The  Registrant will furnish to a requesting security holder  any
Exhibit  requested  upon  payment of the Registrant's  reasonable
copying charges and expenses in furnishing the Exhibit.


(b)  Reports on Form 8-K.

     There were no reports filed on Form 8-K for the quarter ended
     December 31, 1996.

(c)  Other Exhibits.

     No exhibits in addition to those previously filed or listed in
     Item 14(a)(3) are filed herein.

(d)  Other Financial Statement Schedules.

     No additional financial statement schedules are required.



                           SIGNATURES
                                
     Pursuant to the requirements of Section 13 or 15(d)  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.

                                        ACX TECHNOLOGIES, INC.


Date:  March 24, 1997                   By /s/ Jeffrey H.  Coors
                                           Jeffrey H. Coors
                                           President

Date:  March 24, 1997                   By /s/ Joseph Coors, Jr.
                                           Joseph Coors, Jr.
                                           President

Date:  March 24, 1997                   By /s/ Jed J. Burnham
                                           Jed J. Burnham
                                           Chief Financial
                                           Officer and Treasurer

Date:  March 24, 1997                   By /s/ Gail A. Constancio
                                           Gail A. Constancio
                                           Controller and
                                           Principal Accounting
                                           Officer

      Pursuant to the requirements of the Securities Exchange Act
of  1934,  this  report has been signed below  by  the  following
persons on behalf of the registrant and in the capacities and  on
the date indicated.

Date:   March 24, 1997                   By /s/ William K. Coors
                                           William K. Coors
                                           Chairman of the
                                           Board of Directors
                                           and Director

Date:   March 24, 1997                   By /s/ John D. Beckett
                                           John D. Beckett
                                           Director

Date:   March 24, 1997                   By /s/ Jeffrey H. Coors
                                           Jeffrey H. Coors
                                           Principal Executive
                                           Officer and Director

Date:   March  24, 1997                  By /s/  John K. Coors
                                           John K. Coors
                                           Director

Date:   March 24, 1997                   By /s/ Joseph Coors, Jr.
                                           Joseph Coors, Jr.
                                           Principal Executive
                                           Officer and Director

Date:   March 24, 1997                   By /s/ Richard P. Godwin
                                           Richard P. Godwin
                                           Director

Date:   March 24, 1997                   By /s/John H. Mullin,III
                                           John H. Mullin, III
                                           Director

Date:   March 24, 1997                   By /s/ John Hoyt Stookey
                                           John Hoyt Stookey
                                           Director